Amendments to the Indenture. (a) The Indenture shall hereby be amended by deleting the following Sections or clauses of the Indenture and all references and definitions related thereto in their entirety, except to the extent otherwise provided below, and these Sections and clauses shall be of no further force and effect, and shall no longer apply to the Notes, and the words “[INTENTIONALLY DELETED]” shall be inserted, in each case, in place of the deleted text: Clauses (5), (6) and (7) of Section 501 (Events of Default) Section 1005 (Reports) Section 1006 (Limitation on Liens) Section 1007 (Additional Subsidiary Guarantees) Section 1008 (Limitation on Sale and Leasebacks) Section 1010 (Organizational Existence) Section 1012 (Change of Control and Ratings Decline) (b) Section 801 of the Indenture (Merger or Transfer of Assets Only on Certain Terms) is hereby deleted and replaced in its entirety by the following: “The Company shall not consolidate or merge with or into another Person unless the Person formed by or surviving any such consolidation or merger (if other than the Company) assumes all the obligations of the Company pursuant to a supplemental indenture in form reasonably satisfactory to the Trustee, under the Notes and this Indenture.” (c) The failure to comply with the terms of any of the Sections or Clauses of the Indenture set forth in clause (a) and (b) above shall no longer constitute a Default or Event of Default under the Indenture with respect to the Notes and shall no longer have any consequence under the Indenture. (d) For the avoidance of doubt, Clauses (5), (6) and (7) of Section 501 (Events of Default) of the Indenture shall no longer apply to the Notes and the occurrence of the events described in Sections 501(5), (6) and (7) of the Indenture shall no longer constitute an Event of Default with respect to the Notes.
Appears in 2 contracts
Sources: Eighth Supplemental Indenture (At&t Inc.), Eighth Supplemental Indenture (At&t Inc.)
Amendments to the Indenture. (a) The Indenture shall is hereby be amended as follows:
(i) Sections 703, 1004(b), 1005, 1008, 1009, 1010, 1011, 1012, 1013, 1014, 1015, 1016 and 1017 are hereby amended by deleting the following all such Sections or clauses of the Indenture in their entirety and all references thereto contained elsewhere in the Indenture in their entirety;
(ii) Clause (2) of Section 801 is hereby amended by deleting such clause in its entirety and definitions related all references thereto contained elsewhere in the Indenture in their entirety, except and all references to Section 801 in the extent otherwise provided belowIndenture shall mean Section 801 as amended hereby;
(iii) Section 501 is hereby amended by deleting clauses (3), (4), (5) and (8) thereof in their entirety, and these Sections and clauses shall be of no further force and effectall references thereto contained elsewhere in the Indenture in their entirety, and shall no longer apply by deleting the references to Restricted Subsidiary of the Notes, and the words Company that is “[INTENTIONALLY DELETED]Significant Subsidiary” shall be inserted, set forth in each case, in place of the deleted text: Clauses (5), clauses (6) and (7) thereof, and all references to Section 501 in the Indenture shall mean Section 501 as amended hereby;
(iv) The second sentence of Section 501 (Events of Default) Section 1005 (Reports) Section 1006 (Limitation on Liens) Section 1007 (Additional Subsidiary Guarantees) Section 1008 (Limitation on Sale and Leasebacks) Section 1010 (Organizational Existence) Section 1012 (Change of Control and Ratings Decline)
(b) Section 801 of the Indenture (Merger or Transfer of Assets Only on Certain Terms) is hereby 1102 shall be deleted and replaced in its entirety by and replaced with the followingfollowing text: “The Company shall give notice of redemption, which notice shall include all information referenced in Section 1104(1) through (8), to the Paying Agent and Trustee at least three Business Days but not consolidate or merge with or into another Person more than 60 days before the Redemption Date (unless the Person formed by or surviving any such consolidation or merger (if other than the Company) assumes all the obligations of the Company pursuant to a supplemental indenture in form reasonably shorter notice shall be satisfactory to the Trustee), under together with an Officers’ Certificate stating that such redemption will comply with the Notes and this Indentureconditions contained herein.”
(cv) The failure to comply first sentence of Section 1104 shall be deleted in its entirety and replaced with the terms following text: “In the case of any an optional redemption pursuant to the provisions of Paragraphs 6 and 7 of the Sections or Clauses Notes, at least three Business Days but not more than 60 days before a Redemption Date, the Company shall mail a notice of redemption by first class mail, postage prepaid, to each Holder whose Notes are to be redeemed at its registered address.”
(vi) All definitions set forth in Section 101 of the Indenture set forth that relate to defined terms used solely in clause (a) and (b) above shall no longer constitute a Default or Event of Default under the sections deleted by this Supplemental Indenture with respect to the Notes and shall no longer have any consequence under the Indentureare hereby deleted in their entirety.
(d) For the avoidance of doubt, Clauses (5), (6) and (7) of Section 501 (Events of Default) of the Indenture shall no longer apply to the Notes and the occurrence of the events described in Sections 501(5), (6) and (7) of the Indenture shall no longer constitute an Event of Default with respect to the Notes.
Appears in 2 contracts
Sources: Supplemental Indenture (B/E Aerospace Inc), Supplemental Indenture (B/E Aerospace Inc)
Amendments to the Indenture. The Indenture is hereby amended as follows:
(a) The Indenture shall hereby be amended by deleting the following Sections or clauses Section 3.10(b) of the Indenture and all references and definitions related thereto is hereby amended by replacing the text “Except pursuant to Section 10.1” where it appears therein with the text “Except pursuant to Section 10.1 or 10.4” in their entirety, except to the extent otherwise provided below, and these Sections and clauses shall be of no further force and effect, and shall no longer apply to the Notes, and the words “[INTENTIONALLY DELETED]” shall be inserted, in each case, in place of the deleted text: Clauses (5), (6) and (7) of Section 501 (Events of Default) Section 1005 (Reports) Section 1006 (Limitation on Liens) Section 1007 (Additional Subsidiary Guarantees) Section 1008 (Limitation on Sale and Leasebacks) Section 1010 (Organizational Existence) Section 1012 (Change of Control and Ratings Decline)its place.
(b) The introduction to Section 801 8.2(e)(i) of the Indenture (Merger or Transfer of Assets Only on Certain Terms) is hereby deleted amended and replaced restated in its entirety by the followingto read as follows: “The Company shall not consolidate On each Business Day on which no Event of Default or merge with or into another Person unless the Person formed by or surviving any such consolidation or merger Rapid Amortization Event is then continuing (if other than the Companytwo Business Days immediately preceding the Receivables Call Date, if, on or prior to the Receivables Call Date, (x) assumes all the obligations Transferor has given irrevocable notice to the Issuer that it will exercise the Receivables Termination Call on the Receivables Call Date and (y) the Seller has given irrevocable notice that, following the occurrence of the Company Receivables Termination Call, it will repurchase the Receivables and Related Assets from the Transferor on the Receivables Call Date pursuant to a supplemental indenture Section 9.17 of the Purchase Agreement), the Indenture Trustee shall distribute all amounts on deposit in form reasonably satisfactory the Receivables Collection Account (excluding the amounts consisting of the Carrying Cost Reserve pursuant to Section 6.04 of the Pooling and Servicing Agreement) to the Trustee, under following Persons in the Notes and this Indenturefollowing order of priority:”.”
(c) The failure to comply with the terms of any of the Sections or Clauses Article X of the Indenture set forth in clause (a) and (b) above shall no longer constitute is hereby amended by inserting a Default or Event of Default under new Section 10.4 at the Indenture with respect end thereof to the Notes and shall no longer have any consequence under the Indenture.
(d) For the avoidance of doubt, Clauses (5), (6) and (7) of Section 501 (Events of Default) of the Indenture shall no longer apply to the Notes and the occurrence of the events described in Sections 501(5), (6) and (7) of the Indenture shall no longer constitute an Event of Default with respect to the Notes.read as follows:
Appears in 2 contracts
Sources: Omnibus Amendment and Assignment, Assumption and Resignation Agreement (Alliance Laundry Holdings Inc.), Omnibus Amendment and Assignment, Assumption and Resignation Agreement (ALH Holding Inc.)
Amendments to the Indenture. Effective at the time of payment or deposit with DTC (athe “Payment Date”) of an amount of money sufficient to pay for all Notes validly tendered and accepted pursuant to the Tender Offer and Solicitation (or at least a majority of outstanding Notes if payment is being made pursuant to any early settlement under the Tender Offer and Solicitation) and to make all consent payments required under the Tender Offer and Solicitation:
(i) The Indenture shall is hereby be amended by deleting the following Sections or clauses of the Indenture and all references and definitions related thereto to delete in their entirety, except to the extent otherwise provided below, and these Sections and clauses shall be of no further force and effect, and shall no longer apply to the Notes, and the words “[INTENTIONALLY DELETED]” shall be inserted, in each case, in place of the deleted text: Clauses entirety Section 4.02 (5SEC Reports), Section 4.03 (6) and Limitation on Debt), Section 4.04 (7) of Limitation on Restricted Payments), Section 501 (Events of Default) Section 1005 (Reports) Section 1006 4.05 (Limitation on Liens) ), Section 1007 4.07 (Additional Subsidiary Guarantees) Limitation on Restrictions on Distributions from Restricted Subsidiaries), Section 1008 4.08 (Limitation on Transactions with Affiliates), Section 4.09 (Guarantees by Subsidiaries), Section 4.10 (Limitation on Sale and LeasebacksLeaseback Transactions), Section 4.11 (Designation of Restricted and Unrestricted Subsidiaries) and clauses (4) and (5) of Section 1010 5.01(a) (Organizational Existence) Section 1012 (Change of Control and Ratings DeclineWhen Company May Merge or Transfer Assets);
(b) Section 801 of the Indenture (Merger or Transfer of Assets Only on Certain Terms) is hereby deleted and replaced in its entirety by the following: “The Company shall not consolidate or merge with or into another Person unless the Person formed by or surviving any such consolidation or merger (if other than the Company) assumes all the obligations of the Company pursuant to a supplemental indenture in form reasonably satisfactory to the Trustee, under the Notes and this Indenture.”
(cii) The failure to comply with the terms of any of the Sections or Clauses of the Indenture set forth in clause (a) and (bi) above shall no longer constitute a Default or an Event of Default under the Indenture with respect to the Notes and shall no longer have any other consequence under the Indenture.;
(iii) The Indenture is hereby amended to delete clauses (d) For the avoidance of doubt, Clauses (5), (6e) and (7h) of Section 501 6.01 (Events of Default) of in their entirety and all references thereto contained in Section 6.01 and elsewhere in the Indenture shall no longer apply to the Notes in their entirety, and the occurrence of the events described in Sections 501(5clauses (d), (6e) and (7h) of Section 6.01 shall no longer constitute Events of Default;
(iv) All definitions set forth in Section 1.01 of the Indenture that relate to defined terms used solely in sections deleted by this Supplemental Indenture are hereby deleted in their entirety; and
(v) All references to Sections 5.01 and 6.01 of the Indenture shall no longer constitute an Event of Default with respect to the Notesmean Sections 5.01 and 6.01 as amended by this Supplemental Indenture.
Appears in 2 contracts
Sources: Supplemental Indenture (Rite Aid Corp), Supplemental Indenture (Rite Aid Corp)
Amendments to the Indenture. (a) The Indenture shall hereby be amended by deleting the following Sections or clauses of the Indenture and all references and definitions related thereto in their entirety, except to the extent otherwise provided below, and these Sections and clauses shall be of no further force and effect, and shall no longer apply to the Notes, and the words “[INTENTIONALLY DELETED]” shall be inserted, in each case, in place of the deleted text: Clauses (5), (6) and (7) of Section 501 (Events of Default) Section 1005 and Section 2.13(h) of the Second Supplemental Indenture (Reports) Section 1006 (Limitation on Liens) Section 1007 (Additional Subsidiary Guarantees) Section 1008 (Limitation on Sale and Leasebacks) Section 1010 (Organizational Existence) Section 1012 2.8(b) of the First Supplemental Indenture and Second Supplemental Indenture (Change Rights of Control Holders to Require Repurchase of Notes) (relating to change of control and Ratings Declineratings decline)
(b) Section 801 of the Indenture (Merger or Transfer of Assets Only on Certain Terms) is hereby deleted and replaced in its entirety by the following: “The Company shall not consolidate or merge with or into another Person unless the Person formed by or surviving any such consolidation or merger (if other than the Company) assumes all the obligations of the Company pursuant to a supplemental indenture in form reasonably satisfactory to the Trustee, under the Notes and this Indenture.”
(c) The failure to comply with the terms of any of the Sections or Clauses of the Indenture set forth in clause (a) and (b) above shall no longer constitute a Default or Event of Default under the Indenture with respect to the Notes and shall no longer have any consequence under the Indenture.
(d) For the avoidance of doubt, Clauses (5), (6) and (7) of Section 501 (Events of Default) of the Indenture shall no longer apply to the Notes and the occurrence of the events described in Sections 501(5), (6) and (7) of the Indenture shall no longer constitute an Event of Default with respect to the Notes.
Appears in 2 contracts
Sources: Supplemental Indenture (At&t Inc.), Sixth Supplemental Indenture (At&t Inc.)
Amendments to the Indenture. Effective at the time of payment or deposit with The Depository Trust Company (the “Payment Date”) of an amount of money sufficient to pay for all Notes validly tendered and accepted pursuant to the Tender Offer and Consent Solicitation (each as defined in the Statement):
(a) The Indenture shall is hereby be amended by deleting the following Sections or clauses to delete Section 4.3 (Provision of the Indenture and all references and definitions related thereto in their entirety, except to the extent otherwise provided below, and these Sections and clauses shall be of no further force and effect, and shall no longer apply to the Notes, and the words “[INTENTIONALLY DELETED]” shall be inserted, in each case, in place of the deleted text: Clauses (5Financial Information), Section 4.4 (6) Compliance Certificate), Section 4.7 (Limitation on Restricted Payments), Section 4.8 (Limitation on Dividend and Other Restrictions Affecting Restricted Subsidiaries), Section 4.9 (7) of Limitation on Additional Indebtedness), Section 501 4.10 (Events of Default) Limitation on Asset Sales), Section 1005 4.11 (Reports) Limitation on Transactions with Affiliates), Section 1006 4.12 (Limitation on Liens) ), Section 1007 4.13 (Offer to Purchase upon Change of Control Triggering Event), Section 4.14 (Corporate Existence), Section 4.15 (Additional Subsidiary Guarantees) ), Section 1008 4.16 (Limitation on Sale Designation of Unrestricted Subsidiaries), Section 4.17 (Effectiveness of Covenants), Section 4.19 (Maintenance of Listing) and Leasebacks) Section 1010 5.1 (Organizational Existence) Section 1012 (Change of Control and Ratings DeclineConsolidation, Merger, Conveyance, Transfer or Lease);
(b) Section 801 of the Indenture (Merger or Transfer of Assets Only on Certain Terms) is hereby deleted and replaced in its entirety by the following: “The Company shall not consolidate or merge with or into another Person unless the Person formed by or surviving any such consolidation or merger (if other than the Company) assumes all the obligations of the Company pursuant to a supplemental indenture in form reasonably satisfactory to the Trustee, under the Notes and this Indenture.”
(c) The failure to comply with the terms of any of the Sections or Clauses of the Indenture set forth in clause (a) and (bi) above shall no longer constitute a Default or an Event of Default under the Indenture with respect to the Notes and shall no longer have any other consequence under the Indenture.;
(dc) For the avoidance of doubtThe Indenture is hereby amended to delete paragraphs (3), Clauses (4), (5), (6), (7) and (7) 8) of Section 501 6.1 (Events of Default) of in their entirety and all references thereto contained in Section 6.1 and elsewhere in the Indenture shall no longer apply to the Notes in their entirety, and the occurrence of the events described in Sections 501(5paragraphs (3), (4), (5), (6), (7) and (78) of Section 6.1 shall no longer constitute Events of Default;
(d) The Indenture is hereby amended to delete paragraph (4) of Section 8.4 (Conditions to Legal or Covenant Defeasance) in its entirety and all references thereto contained in Section 8.4 and elsewhere in the Indenture in their entirety;
(e) All definitions set forth in Section 1.1 of the Indenture that relate to defined terms used solely in sections deleted by this Second Supplemental Indenture are hereby deleted in their entirety; and
(f) All references to Sections 6.1 and 8.4 of the Indenture shall no longer constitute an Event of Default with respect to the Notesmean Sections 6.1 and 8.4 as amended by this Second Supplemental Indenture.
Appears in 1 contract
Amendments to the Indenture. Section 1.1 Section 3.01 of the Indenture is amended hereby by deleting the second paragraph thereof in its entirety and replacing such second paragraph with the following: The Company may redeem all or a part of the Notes upon not less than 15 nor more than 60 days’ prior notice, at the Redemption Prices (aexpressed as percentages of principal amount) The set forth below plus accrued and unpaid interest on the Notes redeemed to the applicable Redemption Date, if redeemed during the periods beginning on the Issue Date and each of the following indicated periods, subject to the rights of Holders on the relevant record date to receive interest on the relevant interest payment date: Year Percentage Issue Date through March 14, 2007 104 % March 15, 2007 through March 14, 2008 102 % March 15, 2008 and thereafter 100 %
Section 1.2 Section 3.02 of the Indenture shall is hereby be amended by deleting the following Sections or clauses first sentence thereof in its entirety and replacing such first sentence with the following: If the Company elects to redeem Notes pursuant to the redemption provisions of Section 3.01 hereof, it shall notify the Trustee at least 15 days prior but not more than 60 days prior to the Redemption Date of such intended Redemption Date, the principal amount of Notes to be redeemed and the CUSIP numbers of the Notes to be redeemed.
Section 1.3 Section 3.04 of the Indenture is hereby amended by deleting the second sentence thereof in its entirety and all references replacing such second sentence with the following: Subject to Section 3.08 and definitions related thereto in their entirety3.14 hereof, except such notice shall be given not less than 15 nor more than 60 days prior to the extent otherwise provided below, and these Sections and clauses shall be of no further force and effect, and shall no longer apply Redemption Date for redemption pursuant to the Notes, and the words “[INTENTIONALLY DELETED]” shall be inserted, in each case, in place of the deleted text: Clauses (5), (6) and (7) of Section 501 (Events of Default) 3.01.
Section 1005 (Reports) 1.4 Section 1006 (Limitation on Liens) Section 1007 (Additional Subsidiary Guarantees) Section 1008 (Limitation on Sale and Leasebacks) Section 1010 (Organizational Existence) Section 1012 (Change of Control and Ratings Decline)
(b) Section 801 4.07 of the Indenture (Merger or Transfer of Assets Only on Certain Terms) is hereby deleted and replaced in its entirety amended by inserting the following: “The Company shall not consolidate or merge with or into another Person unless the Person formed by or surviving any such consolidation or merger following immediately after subparagraph (if other than the Companyb)(vi) assumes all the obligations of the Company pursuant to a supplemental indenture in form reasonably satisfactory to the Trustee, under the Notes and this Indenture.”
(c) The failure to comply with the terms of any of the Sections or Clauses of the Indenture set forth in clause (a) and (b) above shall no longer constitute a Default or Event of Default under the Indenture with respect to the Notes and shall no longer have any consequence under the Indenture.
(d) For the avoidance of doubt, Clauses (5), (6) and (7) of Section 501 (Events of Default) of the Indenture shall no longer apply to the Notes and the occurrence of the events described in Sections 501(5), (6) and (7) of the Indenture shall no longer constitute an Event of Default with respect to the Notes.thereof:
Appears in 1 contract
Sources: Supplemental Indenture (PRG Schultz International Inc)
Amendments to the Indenture. (a) The Indenture shall is hereby be amended by deleting Section 3.09 (“Special Mandatory Redemption”) of the Indenture and all references thereto and obligations thereunder, in its entirety, and replacing such Section with the following: “Intentionally omitted.”
(b) The Indenture is hereby amended by deleting the following Sections or clauses of Article 4 of the Indenture and all references thereto and definitions related thereto in their entiretyobligations thereunder: 4.05 (“Taxes”), except to the extent otherwise provided below4.07 (“Restricted Payments”), 4.08 (“Incurrence of Indebtedness and these Sections Issuance of Preferred Stock”), 4.09 (“Liens”), 4.10 (“Dividend and clauses shall be Other Payment Restrictions Affecting Subsidiaries”), 4.11 (“Transactions with Affiliates”), 4.12 (“Business Activities”), 4.13 (“Additional Note Guarantees”), 4.14 (“Designation of no further force Restricted and effectUnrestricted Subsidiaries”), 4.16 (“Reports”), 4.18 (“Asset Sales”), 4.22 (“Platinum Explorer Delivery Date”) and shall no longer apply to the Notes, and the words 4.23 (“[INTENTIONALLY DELETED]” shall be insertedDragonquest Delivery Date”), in each case, in place of the deleted text: Clauses (5), (6) and (7) of Section 501 (Events of Default) Section 1005 (Reports) Section 1006 (Limitation on Liens) Section 1007 (Additional Subsidiary Guarantees) Section 1008 (Limitation on Sale and Leasebacks) Section 1010 (Organizational Existence) Section 1012 (Change of Control and Ratings Decline)
(b) Section 801 of the Indenture (Merger or Transfer of Assets Only on Certain Terms) is hereby deleted and replaced case in its entirety by entirety, and replacing each such Section with the following: “The Company shall not consolidate or merge with or into another Person unless the Person formed by or surviving any such consolidation or merger (if other than the Company) assumes all the obligations of the Company pursuant to a supplemental indenture in form reasonably satisfactory to the Trustee, under the Notes and this IndentureIntentionally omitted.”
(c) The failure to comply with the terms Indenture is hereby amended by deleting Section 5.01 (“Merger, Consolidation, or Sale of any of the Sections or Clauses Assets”) of the Indenture set forth and all references thereto and obligations thereunder, in clause (a) its entirety, and (b) above shall no longer constitute a Default or Event of Default under replacing such Section with the Indenture with respect to the Notes and shall no longer have any consequence under the Indenturefollowing: “Intentionally omitted.”
(d) For the avoidance of doubtThe Indenture is hereby amended by deleting clauses (3), Clauses (4), (5), (6), (7) and (7) 8) of Section 501 (Events of Default) 6.01 of the Indenture shall no longer apply to and all references thereto and obligations thereunder, in each case in its entirety, and replacing each such clause with the Notes and the occurrence of the events described in Sections 501(5), (6) and (7) of the Indenture shall no longer constitute an Event of Default with respect to the Notesfollowing: “Intentionally omitted.”
Appears in 1 contract
Sources: Eighth Supplemental Indenture (Vantage Drilling CO)
Amendments to the Indenture. Subject to Section 3 hereof, the Indenture is hereby amended as follows:
(a) The application of the provisions of Article 10 of the Indenture shall are hereby be waived to the extent that such provisions might otherwise interfere with the ability of the Company to enter into agreements contemplated by, and to consummate, the Offer and Consent Solicitation.
(b) Effective at the time of the Company's payment, or deposit with The Bank of New York, as Depositary for the Offer and Consent Solicitation, of an amount of money sufficient to pay for all Securities validly tendered and accepted pursuant to the Offer and Consent Solicitation and to make all Consent Payments required under the Offer and Consent Solicitation:
(i) Sections 1008, 1009, 1010, 1011, 1012, 1013, 1015, 1016 and 1018 are hereby amended by deleting the following all such Sections or clauses of the Indenture in their entirety and all references thereto in their entirety (including, without limitation, references to the covenants which are being deleted hereby in the Events of Default contained in Section 501(4) of the Indenture);
(ii) Clauses (iii), (iv) and definitions related (v) of Section 801 are hereby amended by deleting all such clauses in their entirety and all references thereto in their entirety and all references to Section 801 in the Indenture shall mean Section 801 as amended hereby;
(iii) Section 501 is hereby amended by deleting clauses (5) and (6) thereof in their entirety and all references thereto in their entirety, except to the extent otherwise provided below, and these Sections and clauses shall be of no further force and effect, and shall no longer apply to the Notes, and the words “[INTENTIONALLY DELETED]” shall be inserted, in each case, in place of the deleted text: Clauses ; and
(5), (6) and (7) of Section 501 (Events of Defaultiv) Section 1005 (Reports) Section 1006 (Limitation on Liens) Section 1007 (Additional Subsidiary Guarantees) Section 1008 (Limitation on Sale and Leasebacks) Section 1010 (Organizational Existence) Section 1012 (Change of Control and Ratings Decline)
(b) Section 801 of the Indenture (Merger or Transfer of Assets Only on Certain Terms) 1019 is hereby deleted and replaced amended by deleting such Section in its entirety by the following: “The Company shall not consolidate or merge with or into another Person unless the Person formed by or surviving any such consolidation or merger (if other than the Company) assumes all the obligations of the Company pursuant to a supplemental indenture in form reasonably satisfactory to the Trustee, under the Notes and this Indenture.”
(c) The failure to comply replacing it with the terms of any of the Sections or Clauses of the Indenture set forth following and all references to Section 1019 in clause (a) and (b) above shall no longer constitute a Default or Event of Default under the Indenture with respect to the Notes and shall no longer have any consequence under the Indenture.
(d) For the avoidance of doubt, Clauses (5), (6) and (7) of Section 501 (Events of Default) of the Indenture shall no longer apply to the Notes and the occurrence of the events described in Sections 501(5), (6) and (7) of the Indenture shall no longer constitute an Event of Default with respect to the Notes.mean Section 1019 as amended hereby:
Appears in 1 contract
Amendments to the Indenture. Effective at the time of payment or deposit with DTC (athe “Payment Date”) of an amount of money sufficient to pay for all Notes validly tendered and accepted pursuant to the Tender Offer and Solicitation and to make all consent payments required under the Tender Offer and Solicitation:
(i) The Indenture shall is hereby be amended by deleting the following Sections or clauses to delete Section 4.2 (Corporate Existence), Section 4.4 (Payment of the Indenture Taxes and all references and definitions related thereto in their entiretyOther Claims), Section 4.5 (Additional guarantees), Section 4.6 (SEC Reports) (except to the extent otherwise provided belowrequired by the Trust Indenture Act of 1939), and these Sections and clauses shall be of no further force and effect, and shall no longer apply Section 4.7 (Compliance Certificate) (except to the Notes, and extent required by the words “[INTENTIONALLY DELETED]” shall be inserted, in each case, in place Trust Indenture Act of the deleted text: Clauses (51939), Section 4.8 (6) and Change of Control), Section 4.9 (7) Limitation on Incurrence of Indebtedness), Section 501 4.10 (Events of Default) Limitation on Restricted Payments), Section 1005 (Reports) Section 1006 4.11 (Limitation on Liens) ), Section 1007 4.12 (Additional Subsidiary Guarantees) Limitation on Transactions with Affiliates), Section 1008 4.13 (Limitation on Asset Sales), Section 4.14 (Limitation on Dividend and Other Restrictions Affecting Restricted Subsidiaries), Section 4.15 (Limitation on Sale and LeasebacksLeaseback Transactions), Section 4.16 (Impairment of Security Interest), Section 4.17 (Conduct of Business) and Section 1010 4.18 (Organizational ExistenceMaintenance of Properties; Insurance; Compliance with Laws) Section 1012 (Change of Control in their entirety and Ratings Decline)all references thereto contained elsewhere in the Indenture in their entirety;
(bii) The Indenture is hereby amended to delete subsection (d) of Section 801 5.1 (Merger, Consolidation and Sale of Assets) in their entirety and all references thereto contained in Section 5.1 and elsewhere in the Indenture (Merger or Transfer of Assets Only on Certain Terms) is hereby deleted and replaced in its entirety by the following: “The Company shall not consolidate or merge with or into another Person unless the Person formed by or surviving any such consolidation or merger (if other than the Company) assumes all the obligations of the Company pursuant to a supplemental indenture in form reasonably satisfactory to the Trustee, under the Notes and this Indenture.”their entirety;
(ciii) The failure to comply with the terms of any of the Sections or Clauses of the Indenture set forth in clause clauses (ai) and (bii) above shall no longer constitute a Default or an Event of Default under the Indenture with respect to the Notes and shall no longer have any other consequence under the Indenture.;
(div) For the avoidance of doubt, Clauses The Indenture is hereby amended to delete clauses (5iii), (6iv), (v), (vi) and (7ix) of Section 501 6.1 (Events of Default) of in their entirety and all references thereto contained in Section 6.1 and elsewhere in the Indenture shall no longer apply to the Notes in their entirety, and the occurrence of the events described in Sections 501(5clauses (iii), (6iv), (v), (vi) and (7ix) of Section 6.1 shall no longer constitute Events of Default;
(v) All definitions set forth in Section 1.1 of the Indenture that relate to defined terms used solely in sections deleted by this Supplemental Indenture are hereby deleted in their entirety; and
(vi) All references to Sections 6.1 and 5.1 of the Indenture shall no longer constitute an Event of Default with respect to the Notesmean Sections 6.1 and 5.1 as amended by this Supplemental Indenture.
Appears in 1 contract
Sources: Third Supplemental Indenture (Terra Industries Inc)
Amendments to the Indenture. (a) The first sentence of the first paragraph of Section 2.10(b) of the Second Supplemental Indenture shall hereby be amended by deleting deleted in its entirety and replaced with the following Sections or clauses of following: “On and after May 15, 2020, the Indenture and all references and definitions related thereto in their entirety, except to the extent otherwise provided below, and these Sections and clauses shall be of no further force and effect, and shall no longer apply to Company may redeem the Notes, and in whole or in part, upon not less than 2 business days’ nor more than 60 calendar days’ notice, at the words “[INTENTIONALLY DELETED]” shall be inserted, in each case, in place redemption prices (expressed as percentages of principal amount of the deleted text: Clauses Notes to be redeemed) set forth below, plus accrued and unpaid interest thereon, to the date of redemption (5the “Redemption Date”), (6) and (7) subject to the right of Section 501 (Events Holders of Default) Section 1005 (Reports) Section 1006 (Limitation record on Liens) Section 1007 (Additional Subsidiary Guarantees) Section 1008 (Limitation the relevant record date to receive interest due on Sale and Leasebacks) Section 1010 (Organizational Existence) Section 1012 (Change the relevant interest payment date, if redeemed beginning on May 15 of Control and Ratings Decline)the years indicated below:”
(b) The second paragraph of Section 801 2.10(b) of the Second Supplemental Indenture (Merger or Transfer of Assets Only on Certain Terms) is hereby shall be deleted and replaced in its entirety by and replaced with the following: “The Company shall Notwithstanding the foregoing, in connection with any tender offer for all of the outstanding Notes at a price of at least 100% of the principal amount of the Notes tendered, plus accrued and unpaid interest thereon to, but excluding, the applicable tender settlement date (including any Change of Control Offer), if Holders of not consolidate or merge with or into another Person unless less than 90% in aggregate principal amount of the Person formed by or surviving any outstanding Notes validly tender and do not withdraw such consolidation or merger (if other than Notes in such tender offer and the Company, or (in the case of a Change of Control Offer) assumes all the obligations any third party making such a tender offer in lieu of the Company, purchases all of the Notes validly tendered and not validly withdrawn by such Holders, the Company pursuant or such third party will have the right, upon not less than 1 business day’s nor more than 60 calendar days’ prior notice, given not more than 30 calendar days following such purchase date, to redeem all Notes that remain Outstanding following such purchase at a supplemental indenture in form reasonably satisfactory price equal to the Trusteeprice offered to each other Holder in such tender offer plus, under to the Notes extent not included in the tender offer payment, accrued and this Indentureunpaid interest, if any, thereon, to, but excluding, the Redemption Date.”
(c) The failure to comply with the terms of any of the Sections or Clauses of the Indenture set forth in clause (a) and (b) above shall no longer constitute a Default or Event of Default under the Indenture with respect to the Notes and shall no longer have any consequence under the Indenture.
(d) For the avoidance of doubt, Clauses (5), (6) and (7) of Section 501 (Events of Default) of the Indenture shall no longer apply to the Notes and the occurrence of the events described in Sections 501(5), (6) and (7) of the Indenture shall no longer constitute an Event of Default with respect to the Notes.
Appears in 1 contract
Sources: Indenture (Chemours Co)
Amendments to the Indenture. Pursuant to Section 1001 or 1002 of the Indenture (as applicable), effective on the date hereof, following the execution and delivery hereof,
(a) The Indenture following shall hereby be amended added immediately after the word “Policy” in the last line of the definition of “EBIT” in Section 101 of the Indenture: “and excluding unrealized gains or losses arising from implementation of Statement of Financial Accounting Standards No. 133 issued by deleting the following Sections or clauses Financial Accounting Standards Board” (b) Clause (xii) of the definition of “Eligible Container” in Section 101 of the Indenture and all references and definitions related thereto in their entirety, except to the extent otherwise provided below, and these Sections and clauses shall be of no further force amended and effect, and shall no longer apply to the Notes, and the words “[INTENTIONALLY DELETED]” shall be inserted, in each case, in place of the deleted text: Clauses (5), (6) and (7) of Section 501 (Events of Default) Section 1005 (Reports) Section 1006 (Limitation on Liens) Section 1007 (Additional Subsidiary Guarantees) Section 1008 (Limitation on Sale and Leasebacks) Section 1010 (Organizational Existence) Section 1012 (Change of Control and Ratings Decline)
(b) Section 801 of the Indenture (Merger or Transfer of Assets Only on Certain Terms) is hereby deleted and replaced restated in its entirety by the following: “The Company shall not consolidate or merge with or into another Person unless the Person formed by or surviving any such consolidation or merger to read as follows:
(if other than the Companyxii) assumes all the obligations of the Company pursuant to a supplemental indenture in form reasonably satisfactory to the Trustee, under the Notes and this Indenture.[reserved];”
(c) The failure to comply with text “; and” at the terms end of any clause (xxiii) of the Sections or Clauses definition of “Eligible Container” in Section 101 of the Indenture set forth shall be deleted and replaced with the following: “provided, further, any Containers subject to any such Lease shall not count against the limitation contained in clause this paragraph (axxiii) and (b) above shall no longer constitute a Default or Event of Default under the Indenture with respect following delivery to the Notes and shall no longer have any consequence under Rating Agencies of an Opinion of Counsel satisfactory to the Indenture.Rating Agencies to the effect that the Assignment of Claims Act of 1940, as amended (31 U.S.C. 3727, 41 U.S.C. 15), has been complied with by the Issuer (or an agent thereof) regarding such Containers; and”
(d) For the avoidance of doubt, Clauses Clause (5), (6) and (7) of Section 501 (Events of Defaulti) of the Indenture shall no longer apply to the Notes and the occurrence definition of the events described “Rated Institutional Person” in Sections 501(5), (6) and (7) Section 101 of the Indenture shall no longer constitute an Event is hereby amended by adding the words “Bank S.A./N.V.” immediately after the word “Fortis” therein.
(e) The definition of Default with respect “Series Enhancer Default” in Section 101 of the Indenture is hereby amended and restated in its entirety to the Notes.read as follows:
Appears in 1 contract
Amendments to the Indenture. Effective upon the Effective Date:
(ai) The Indenture shall is hereby be amended by deleting the following Sections or clauses to delete, Section 3.09 (Purchase of Securities at Option of the Holder upon Repurchase Change in Control), Section 3.10 (Effect of Purchase Notice or Repurchase Change in Control Purchase Notice) (in part as to Repurchase Change in Control Purchase Notice), Section 3.11 (Deposit of Purchase Price or Repurchase Change in Control Purchase Price) (in part as to Repurchase Change in Control Purchase Price), Section 3.12 (Securities Purchased in Part), Section 3.13 (Covenant to Comply with Securities Laws upon Purchase of Securities) (in part as to Section 3.09), Section 3.14 (Repayment to the Company) (in part as to Repurchase Change in Control Purchase Price) and Section 4.05 (Maintenance of Office or Agency).
(ii) The Indenture is hereby amended to delete Section 4.02 (SEC and all references other Reports), Section 4.03 (Compliance Certificate) and definitions related thereto Section 4.06 (Delivery of Certain Information) in their entirety, except to the extent otherwise provided below, entirety and these Sections and clauses shall be of no further force and effect, and shall no longer apply to the Notes, and the words “[INTENTIONALLY DELETED]” shall be inserted, in each case, in place of the deleted text: Clauses (5), (6) and (7) of Section 501 (Events of Default) Section 1005 (Reports) Section 1006 (Limitation on Liens) Section 1007 (Additional Subsidiary Guarantees) Section 1008 (Limitation on Sale and Leasebacks) Section 1010 (Organizational Existence) Section 1012 (Change of Control and Ratings Decline)
(b) Section 801 of the Indenture (Merger or Transfer of Assets Only on Certain Terms) is such sections are hereby deleted and replaced in its entirety by with the following: “The Company shall not consolidate or merge comply with or into another Person unless the Person formed by or surviving any such consolidation or merger (if other than the Company) assumes all the obligations Section 314 of the Company pursuant to a supplemental indenture in form reasonably satisfactory to the Trustee, under the Notes and this IndentureTIA.”;
(ciii) The failure to comply with the terms of any of the foregoing Sections or Clauses of the Indenture set forth in clause (a) and (b) above shall no longer constitute a Default or an Event of Default under the Indenture with respect to the Notes and shall no longer have any other consequence under the Indenture.;
(div) For the avoidance of doubt, Clauses The Indenture is hereby amended to delete clauses (5c), (6d), (e), (g), (h) and (7i) of Section 501 (Events of Default) of 6.01 in their entirety and all references thereto contained in Section 6.01 and elsewhere in the Indenture shall no longer apply to the Notes in their entirety, and the occurrence of the events described in Sections 501(5clauses (c), (6d), (e), (g), (h) and (7i) of Section 6.01 shall no longer constitute Events of Default;
(v) All definitions set forth in Sections 1.01 and 1.02 of the Indenture that relate to defined terms used solely in sections deleted by this Supplemental Indenture are hereby deleted in their entirety;
(vi) All references to Section 6.01 of the Indenture shall no longer constitute an Event of Default with respect to the Notesmean Section 6.01 as amended by this Supplemental Indenture.
Appears in 1 contract
Amendments to the Indenture. Effective at the time of payment or deposit with the Depositary (athe “Payment Date”) of an amount of money sufficient to pay for all Notes validly tendered and accepted pursuant to the Tender Offer and Solicitation and to make all consent payments required under the Tender Offer and Solicitation:
(i) The Indenture shall is hereby be amended by deleting the following Sections or clauses of the Indenture and all references and definitions related thereto in their entirety, to delete Section 4.03 (Reports) (except to the extent otherwise provided belowrequired by the TIA), Section 4.04 (Compliance Certificate) (except to the extent required by the TIA), Section 4.05 (Taxes), Section 4.06 (Stay, Extension and Usury Laws), Section 4.07 (Corporate Existence), Section 4.08 (Payments for Consents), Section 4.09 (Incurrence of Additional Debt and Issuance of Capital Stock), Section 4.10 (Restricted Payments), Section 4.11 (Liens), Section 4.12 (Asset Sales), Section 4.13 (Restrictions on Distributions from Restricted Subsidiaries), Section 4.14 (Affiliate Transactions), Section 4.15 (Issuance or Sale of Capital Stock of Restricted Subsidiaries), Section 4.16 (Designation of Restricted and Unrestricted Subsidiaries), Section 4.18 (Future Subsidiary Guarantors), Section 4.19 (Business Activities), and these Sections Section 4.20 (No Senior Subordinated Debt) in their entirety and clauses shall be of no further force and effect, and shall no longer apply all references thereto contained elsewhere in the Indenture in their entirety;
(ii) The Indenture is hereby amended to the Notes, and the words “[INTENTIONALLY DELETED]” shall be inserted, in each case, in place of the deleted text: Clauses delete subsection (5), (6) and (7iv) of Section 501 5.01(a) (Events Merger, Consolidation and Sale of DefaultAssets) Section 1005 (Reports) Section 1006 (Limitation on Liens) Section 1007 (Additional Subsidiary Guarantees) Section 1008 (Limitation on Sale and Leasebacks) Section 1010 (Organizational Existence) Section 1012 (Change of Control and Ratings Decline)
(b) Section 801 of the Indenture (Merger or Transfer of Assets Only on Certain Terms) is hereby deleted and replaced in its entirety by and all references thereto contained in Section 5.01 and elsewhere in the Indenture in their entirety;
(iii) The Indenture is amended to delete the first paragraph of Section 3.03 (Notice of Redemption) and replace it with the following: “The At least 3 Business Days but not more than 60 days prior to a redemption date, the Company shall not consolidate mail, or merge cause to be mailed, by first class mail, a notice of redemption to each Holder whose Notes are to be redeemed at such Holder’s registered address appearing in the Security Register, except that redemption notices may be mailed more than 60 days prior to a redemption date if the notice is issued in connection with or into another Person unless the Person formed by or surviving any such consolidation or merger (if other than the Company) assumes all the obligations of the Company a defeasance pursuant to Article 8 hereof or a supplemental indenture in form reasonably satisfactory satisfaction and discharge pursuant to the Trustee, under the Notes and this IndentureArticle 11 hereof.”;
(civ) The failure to comply with the terms of any of the Sections or Clauses of the Indenture set forth in clause clauses (ai) and (bii) above shall no longer constitute a Default or an Event of Default under the Indenture with respect to the Notes and shall no longer have any other consequence under the Indenture.;
(v) Section 6.01(c) of the Indenture is hereby amended to read, “the failure by the Company or any Restricted Subsidiary to comply with Section 5.01 hereof”;
(vi) The Indenture is hereby amended to delete clauses (d) For the avoidance of doubt, Clauses (5), (6e), (f), (g) and (7h) of Section 501 6.01 (Events of Default) of in their entirety and all references thereto contained in Section 6.01 and elsewhere in the Indenture shall no longer apply to the Notes in their entirety, and the occurrence of the events described in Sections 501(5clauses (d), (6e), (f), (g) and (7h) of Section 6.01 shall no longer constitute Defaults or Events of Default;
(vii) All definitions set forth in Section 1.01 of the Indenture that relate to defined terms used solely in sections deleted by this Supplemental Indenture are hereby deleted in their entirety; and
(viii) All references to Sections 5.01 and 6.01 of the Indenture shall no longer constitute an Event of Default with respect to the Notesmean Sections 5.01 and 6.01 as amended by this Supplemental Indenture.
Appears in 1 contract
Amendments to the Indenture. Effective at the time of payment or deposit with DTC (athe “Payment Date”) of an amount of money sufficient to pay for all Notes validly tendered and accepted pursuant to the Tender Offer and Solicitation and to make all consent payments required under the Tender Offer and Solicitation:
(i) The Indenture shall is hereby be amended by deleting the following Sections or clauses to delete Section 4.03 (Reports), Section 4.05 (Taxes), Section 4.06 (Stay, Extension and Usury Laws), Section 4.07 (Restricted Payments), Section 4.08 (Dividend and Other Payment Restrictions Affecting Restricted Subsidiaries), Section 4.09 (Incurrence of the Indenture Indebtedness and Issuance of Preferred Stock), Section 4.10 (Asset Sales), Section 4.11 (Transactions with Affiliates), Section 4.12 (Liens), Section 4.13 (Corporate Existence), Section 4.14 (Offer to Repurchase Upon Change of Control), Section 4.15 (Limitation on Senior Subordinated Debt), Section 4.16 (Limitation on Issuances of Guarantees of Indebtedness), Section 4.17 (Additional Note Guarantees), Section 4.18 (Business Activities) and Section 4.19 (Designation of Restricted and Unrestricted Subsidiaries) in their entirety and all references and definitions related thereto contained elsewhere in the Indenture in their entirety, except ;
(ii) The Indenture is hereby amended to the extent otherwise provided below, and these Sections and delete clauses shall be of no further force and effect, and shall no longer apply to the Notes, and the words “[INTENTIONALLY DELETED]” shall be inserted, in each case, in place of the deleted text: Clauses (5), (63) and (74) of Section 501 (Events of Default) 5.01 in their entirety and all references thereto contained in Section 1005 (Reports) Section 1006 (Limitation on Liens) Section 1007 (Additional Subsidiary Guarantees) Section 1008 (Limitation on Sale 5.01 and Leasebacks) Section 1010 (Organizational Existence) Section 1012 (Change of Control and Ratings Decline)elsewhere in the Indenture in their entirety;
(b) Section 801 of the Indenture (Merger or Transfer of Assets Only on Certain Terms) is hereby deleted and replaced in its entirety by the following: “The Company shall not consolidate or merge with or into another Person unless the Person formed by or surviving any such consolidation or merger (if other than the Company) assumes all the obligations of the Company pursuant to a supplemental indenture in form reasonably satisfactory to the Trustee, under the Notes and this Indenture.”
(ciii) The failure to comply with the terms of any of the Sections or Clauses of the Indenture set forth in clause clauses (ai) and (bii) above shall no longer constitute a Default or an Event of Default under the Indenture with respect to the Notes and shall no longer have any other consequence under the Indenture.;
(iv) The Indenture is hereby amended to delete clauses (d) For the avoidance of doubt, Clauses (5), (6e), (f) and (7g) of Section 501 (Events of Default) of 6.01 in their entirety and all references thereto contained in Section 6.01 and elsewhere in the Indenture shall no longer apply to the Notes in their entirety, and the occurrence of the events described in Sections 501(5clauses (d), (6e), (f) and (7g) of the Indenture Section 6.01 shall no longer constitute an Event Events of Default with respect to Default;
(v) Clause (c) of Section 6.01 is hereby deleted and replaced in its entirety by the Notes.following:
Appears in 1 contract
Sources: Supplemental Indenture (National Mentor Holdings, Inc.)
Amendments to the Indenture. Upon written notification to the Trustee by the Company on November 29, 2010 (the “Settlement Date”) that the Company has received the Requisite Consents approving the Amendments pursuant to the Conversion Offer and Consent Solicitation at or prior to the expiration date (as defined in the Conversion Offer and Consent Solicitation) in accordance with the terms and conditions of the Conversion Offer and Consent Solicitation (without further act by any Person):
(a) The Indenture the Company shall be released from its obligations under the following sections of the Indenture, which are hereby deleted in their entirety and, in the case of each such section, replaced with the phrase “[Intentionally Omitted]” (and the form of Note shall be amended by deleting the following Sections or clauses of the Indenture and all references and definitions related thereto in their entirety, except to the extent otherwise provided below, and these Sections and clauses shall be of no further force and effect, and shall no longer apply to the Notes, and the words “[INTENTIONALLY DELETED]” shall be inserted, in each case, in place of the deleted text: Clauses (5), (6) and (7) of Section 501 (Events of Default) reflect such deletions): Section 1005 (Reports) Payment of Taxes and Other Claims); Section 1006 (Maintenance of Properties); Section 1007 (Additional Interest Notice); Section 1008 (Compliance with Laws); Section 1009 (Limitation on Restricted Payments); Section 1010 (Limitation on Incurrence of Indebtedness and Issuance of Disqualified Stock); Section 1011 (Limitation on Liens) ); Section 1007 (Additional Subsidiary Guarantees) Section 1008 1012 (Limitation on Sale Transactions with Affiliates); Section 1013 (Limitation on Dividend and Leasebacks) Other Payment Restrictions Affecting Subsidiaries); Section 1010 1014 (Organizational Existence) Limitation on Guarantees of Indebtedness by Restricted Subsidiaries); Section 1012 1017 (Change Limitation on Sales of Control Assets); Section 1018 (Statement by Officers as to Default); and Ratings DeclineSection 1108 (Offer to Purchase by Application of Excess Proceeds);
(b) Section 801 of the Indenture (Merger or Transfer of Assets Only on Certain Terms) is hereby deleted and replaced in its entirety by the following: “The Company shall not consolidate or merge with or into another Person unless the Person formed by or surviving any such consolidation or merger (if other than the Company) assumes all the obligations of the Company pursuant to a supplemental indenture in form reasonably satisfactory to the Trustee, under the Notes and this Indenture.”
(c) The failure to comply with the terms of any of the Sections or Clauses foregoing sections of the Indenture set forth in clause (a) and (b) above shall no longer constitute a Default or an Event of Default under the Indenture with respect to the Notes and shall no longer have any other consequence under the Indenture.;
(c) Sections 401(2), (3) and (4) of the Indenture are hereby deleted in their entirety and replaced with the phrase “[Intentionally Omitted]”;
(d) For the avoidance of doubt, Clauses (5), (6) and (7) of Section 501 (Events of Default) of the Indenture shall no longer apply to the Notes and the occurrence of the events described in Sections 501(5501(v), (6vi), (vii), (viii) and (7ix) of the Indenture shall no longer constitute an Event Events of Default Default, and each such subsection is hereby deleted in its entirety and replaced with respect to the Notes.phrase “[Intentionally Omitted]”;
(e) Sections 801(iii) and (iv) of the Indenture are hereby deleted in their entirety and replaced with the phrase “[Intentionally Omitted]”;
(f) Section 802(b) of the Indenture is hereby deleted in its entirety and replaced with the phrase “[Intentionally Omitted]”;
(g) Section 1019 of the Indenture is hereby replaced in its entirety with the following:
Appears in 1 contract
Amendments to the Indenture. Section 1.1 Section 3.01 of the Indenture is amended hereby by deleting the first paragraph thereof in its entirety and replacing such first paragraph with the following: The Notes are not redeemable unless one of the following has occurred: (ai) The payment in full by the Company of the Non-Convertible Notes including without limitation, accrued but unpaid interest, pre-payment penalties, fees and other expenses due thereunder or (ii) the issuance by the Company of a redemption notice for the redemption in full, but not in part, of the Non-Convertible Notes, so long as such redemption date for the Non-Convertible Notes is on or prior to the applicable redemption date for the Notes (the conditions described in clauses (i) and (ii), the “OPTIONAL REDEMPTION CONDITIONS”). On and after the first date on which either of the Optional Redemption Conditions has occurred, the Company may, at its option, redeem the Notes at any time and from time to time (subject to the provisions of Section 3.02 hereof regarding prior notice to the Trustee), on any date prior to Stated Maturity, upon notice as set forth in Section 3.04, at a redemption price of $1,000 per $1,000 principal amount of Notes (the “OPTIONAL REDEMPTION PRICE”), plus any interest accrued but not paid prior to (but not including) the Optional Redemption Date.
Section 1.2 Section 3.02 of the Indenture shall is hereby be amended by deleting the following Sections or clauses first sentence thereof in its entirety and replacing such first sentence with the following: If the Company elects to redeem Notes pursuant to the redemption provisions of Section 3.01 hereof, it shall notify the Trustee at least 15 days prior but not more than 60 days prior to the Redemption Date of such intended Redemption Date, the principal amount of Notes to be redeemed and the CUSIP numbers of the Notes to be redeemed.
Section 1.3 Section 3.04 of the Indenture and all references and definitions related thereto in their entirety, except to the extent otherwise provided below, and these Sections and clauses shall be of no further force and effect, and shall no longer apply to the Notes, and the words “[INTENTIONALLY DELETED]” shall be inserted, in each case, in place of the deleted text: Clauses (5), (6) and (7) of Section 501 (Events of Default) Section 1005 (Reports) Section 1006 (Limitation on Liens) Section 1007 (Additional Subsidiary Guarantees) Section 1008 (Limitation on Sale and Leasebacks) Section 1010 (Organizational Existence) Section 1012 (Change of Control and Ratings Decline)
(b) Section 801 of the Indenture (Merger or Transfer of Assets Only on Certain Terms) is hereby deleted and replaced amended by deleting the second sentence thereof in its entirety by and replacing such second sentence with the following: “The Company Subject to Section 3.04 hereof, such notice shall be given not consolidate or merge with or into another Person unless less than 15 nor more than 60 days prior to the Person formed by or surviving any such consolidation or merger (if other than the Company) assumes all the obligations of the Company Redemption Date for redemption pursuant to a supplemental indenture in form reasonably satisfactory to the Trustee, under the Notes and this IndentureSection 3.01.”
(c) The failure to comply with the terms of any of the Sections or Clauses of the Indenture set forth in clause (a) and (b) above shall no longer constitute a Default or Event of Default under the Indenture with respect to the Notes and shall no longer have any consequence under the Indenture.
(d) For the avoidance of doubt, Clauses (5), (6) and (7) of Section 501 (Events of Default) of the Indenture shall no longer apply to the Notes and the occurrence of the events described in Sections 501(5), (6) and (7) of the Indenture shall no longer constitute an Event of Default with respect to the Notes.
Appears in 1 contract
Sources: Supplemental Indenture (PRG Schultz International Inc)
Amendments to the Indenture. Effective upon the Effective Date:
(ai) The Indenture shall is hereby be amended by deleting the following Sections or clauses to delete, Section 3.09 (Purchase of Securities at Option of the Holder upon Repurchase Change in Control), Section 3.10 (Effect of Purchase Notice or Repurchase Change in Control Purchase Notice) (in part as to Repurchase Change in Control Purchase Notice), Section 3.11 (Deposit of Purchase Price or Repurchase Change in Control Purchase Price) (in part as to Repurchase Change in Control Purchase Price), Section 3.12 (Securities Purchased in Part), Section 3.13 (Covenant to Comply with Securities Laws upon Purchase of Securities) (in part as to Section 3.09), Section 3.14 (Repayment to the Company) (in part as to Repurchase Change in Control Purchase Price) and Section 4.05 (Maintenance of Office or Agency);
(ii) The Indenture is hereby amended to delete Section 4.02 (SEC and all references other Reports), Section 4.03 (Compliance Certificate) and definitions related thereto Section 4.06 (Delivery of Certain Information) in their entirety, except to the extent otherwise provided below, entirety and these Sections and clauses shall be of no further force and effect, and shall no longer apply to the Notes, and the words “[INTENTIONALLY DELETED]” shall be inserted, in each case, in place of the deleted text: Clauses (5), (6) and (7) of Section 501 (Events of Default) Section 1005 (Reports) Section 1006 (Limitation on Liens) Section 1007 (Additional Subsidiary Guarantees) Section 1008 (Limitation on Sale and Leasebacks) Section 1010 (Organizational Existence) Section 1012 (Change of Control and Ratings Decline)
(b) Section 801 of the Indenture (Merger or Transfer of Assets Only on Certain Terms) is such sections are hereby deleted and replaced in its entirety by with the following: “The Company shall not consolidate or merge comply with or into another Person unless the Person formed by or surviving any such consolidation or merger (if other than the Company) assumes all the obligations Section 314 of the Company pursuant to a supplemental indenture in form reasonably satisfactory to the Trustee, under the Notes and this IndentureTIA.”;
(ciii) The failure to comply with the terms of any of the foregoing Sections or Clauses of the Indenture set forth in clause (a) and (b) above shall no longer constitute a Default or an Event of Default under the Indenture with respect to the Notes and shall no longer have any other consequence under the Indenture.;
(div) For the avoidance of doubt, Clauses The Indenture is hereby amended to delete clauses (5c), (6d), (e), (g), (h) and (7i) of Section 501 (Events of Default) of 6.01 in their entirety and all references thereto contained in Section 6.01 and elsewhere in the Indenture shall no longer apply to the Notes in their entirety, and the occurrence of the events described in Sections 501(5clauses (c), (6d), (e), (g), (h) and (7i) of Section 6.01 shall no longer constitute Events of Default;
(v) All definitions set forth in Sections 1.01 and 1.02 of the Indenture that relate to defined terms used solely in sections deleted by this Supplemental Indenture are hereby deleted in their entirety;
(vi) All references to Section 6.01 of the Indenture shall no longer constitute an Event of Default with respect to the Notesmean Section 6.01 as amended by this Supplemental Indenture.
Appears in 1 contract
Amendments to the Indenture. (a) The definition of “Redemption Price” in Section 1.1 of the Indenture shall hereby be amended by deleting the following Sections or clauses of the Indenture and all references and definitions related thereto in their entirety, except to the extent otherwise provided below, and these Sections and clauses shall be of no further force and effect, and shall no longer apply to the Notes, and adding the words “[INTENTIONALLY DELETED]or Mandatory Redemption Date, as applicable” shall be inserted, following the words “Redemption Date” in each case, in place the third line of the deleted text: Clauses (5), (6) and (7) of Section 501 (Events of Default) Section 1005 (Reports) Section 1006 (Limitation on Liens) Section 1007 (Additional Subsidiary Guarantees) Section 1008 (Limitation on Sale and Leasebacks) Section 1010 (Organizational Existence) Section 1012 (Change of Control and Ratings Decline)that definition.
(b) Section 801 3.3 of the Indenture (Merger or Transfer of Assets Only on Certain Terms) is hereby shall be deleted and replaced in its entirety and replaced by the following: “The Company Every Debenture issued hereunder, whether issued originally or in exchange for a previously issued Debenture, shall not consolidate bear interest from and including the later of (a) its Original Issue Date (or merge with or into another Person unless from such other date as may be expressed in such Debenture) and (b) the Person formed by or surviving any such consolidation or merger (if other than the Company) assumes all the obligations first day of the Company pursuant month of the last Interest Payment Date to a supplemental indenture which full interest shall have been paid or made available for payment on the outstanding Debentures. Whenever in form reasonably satisfactory this Indenture there is mention, in any context, of the payment of interest, such mention shall be deemed to include the Trustee, under the Notes and this Indenturepayment of interest on amounts in default.”
(c) The failure to comply with the terms of any of the Sections or Clauses of the Indenture set forth in clause (a) and (b) above shall no longer constitute a Default or Event of Default under the Indenture with respect to the Notes and shall no longer have any consequence under the Indenture.
(d) For the avoidance of doubt, Clauses (5), (6) and (7) of Section 501 (Events of DefaultSubsection 3.4(b) of the Indenture shall no longer apply to be deleted in its entirety and replaced by the Notes following: “Interest for each period in respect of which interest is payable under this Indenture shall be payable from and including the occurrence first day of the events described month of the prior Interest Payment Date to but excluding the first day of the month of the following Interest Payment Date, or in Sections 501(5)the case of a Redemption Date or Mandatory Redemption Date, as applicable, to but excluding such date, provided that if the next following Interest Payment Date is the Final Instalment Date interest will be payable to and including the Final Instalment Date.”
(6d) Section 3.8 of the Indenture shall be amended by deleting the words “Payment Agent” in the sixth line of that section and replacing such words with the words “Paying Agent”.
(7e) Subsection 4.5(c) of the Indenture shall no longer constitute an be amended by deleting the words “Redemption Notice” in the second line of that subsection and replacing such words with the words “Mandatory Redemption Event Notice”.
(f) Subsection 4.7(c) of Default the Indenture shall be amended by deleting the word “including” in the fourth line of that subsection and replacing such word with respect to the Notesword “excluding”.
(g) Subsection 6.2(a) of the Indenture shall be amended by adding the word “unpaid” following the words “together with accrued and” in the first line of such subsection.
Appears in 1 contract
Sources: Trust Indenture (Fortis Inc.)
Amendments to the Indenture. (a) The Indenture shall is hereby be amended by deleting the following Sections or clauses of the Indenture and all references and definitions related thereto in their entirety, except to the extent otherwise provided below, and these Sections and clauses shall be of no further force and effect, and shall no longer apply to the Notes, and the words “[INTENTIONALLY DELETED]” shall be inserted, in each case, in place of the deleted text: Clauses (5), (6) and (7) of Section 501 (601, “Events of Default”; Clauses (3) and (4) of Section 1005 (901, “Company May Consolidate, Etc., Only on Certain Terms”; Except to the extent required by Section 314(a) of the TIA, Section 1106, “Reports) ”; Section 1006 (1107, “Taxes”; Section 1111, “Incurrence of Indebtedness and Issuance of Preferred Stock”; Section 1112, “Restricted Payments”; Section 1113, “Limitation on Liens) ”; Section 1007 (Additional 1114, “Dividend and Other Payment Restrictions Affecting Restricted Subsidiaries”; Section 1115, “Asset Sales”; Section 1116, “Transactions with Affiliates”; Section 1117, “Subsidiary Guarantees) ”; Section 1008 (Limitation 1118, “Designation of Restricted and Unrestricted Subsidiaries” and Section 1606, “Subsidiary Guarantors May Consolidate, etc., on Sale and Leasebacks) Section 1010 (Organizational Existence) Section 1012 (Change of Control and Ratings Decline)Certain Terms.”
(b) The first paragraph of Section 801 1205, “Notice of the Indenture (Merger or Transfer of Assets Only on Certain Terms) Redemption” is hereby deleted amended and replaced restated in its entirety by to read as follows: Subject to the following: “The final paragraph of this Section 1205, not less than three Business Days more than 60 days before a Redemption Date, the Company shall not consolidate mail or merge cause to be mailed, by first class mail, a notice of redemption to each Holder whose Notes are to be redeemed at its registered address; provided, however, that (notwithstanding the foregoing) notices of redemption may be mailed more than 60 days prior to a Redemption Date if such notice is issued in connection with a Defeasance or into another Person unless the Person formed by or surviving any such consolidation or merger (if other than the Company) assumes all the obligations Covenant Defeasance of the Company pursuant to a supplemental indenture in form reasonably satisfactory to Notes or the Trustee, under the Notes satisfaction and discharge of this Indenture.”
(c) The failure to comply with the terms of any of the Sections or Clauses of the Indenture set forth in clause (a) and (b) above shall no longer constitute a Default or Event of Default under the Indenture with respect to the Notes and shall no longer have any consequence under the Indenture.
(d) For the avoidance of doubt, Clauses (5), (6) and (7) of Section 501 (Events of Default) of the Indenture shall no longer apply to the Notes and the occurrence of the events described in Sections 501(5), (6) and (7) of the Indenture shall no longer constitute an Event of Default with respect to the Notes.
Appears in 1 contract
Sources: Ninth Supplemental Indenture (Oasis Petroleum Inc.)
Amendments to the Indenture. (a) The first sentence of the first paragraph of Section 2.10(d) of the Third Supplemental Indenture shall hereby be amended by deleting deleted in its entirety and replaced with the following Sections or clauses of following: “On and after May 15, 2018, the Indenture and all references and definitions related thereto in their entirety, except to the extent otherwise provided below, and these Sections and clauses shall be of no further force and effect, and shall no longer apply to Company may redeem the Notes, and in whole or in part, upon not less than 2 business days’ nor more than 60 calendar days’ notice, at the words “[INTENTIONALLY DELETED]” shall be inserted, in each case, in place redemption prices (expressed as percentages of principal amount of the deleted text: Clauses (5)Notes to be redeemed) set forth below, (6) plus accrued and (7) unpaid interest thereon, to the Redemption Date, subject to the right of Section 501 (Events Holders of Default) Section 1005 (Reports) Section 1006 (Limitation record on Liens) Section 1007 (Additional Subsidiary Guarantees) Section 1008 (Limitation the relevant record date to receive interest due on Sale and Leasebacks) Section 1010 (Organizational Existence) Section 1012 (Change the relevant interest payment date, if redeemed beginning on May 15 of Control and Ratings Decline)the years indicated below:”
(b) The second paragraph of Section 801 2.10(d) of the Third Supplemental Indenture (Merger or Transfer of Assets Only on Certain Terms) is hereby shall be deleted and replaced in its entirety by and replaced with the following: “The Company shall Notwithstanding the foregoing, in connection with any tender offer for all of the outstanding Notes at a price of at least 100% of the principal amount of the Notes tendered, plus accrued and unpaid interest thereon to, but excluding, the applicable tender settlement date (including any Change of Control Offer), if Holders of not consolidate or merge with or into another Person unless less than 90% in aggregate principal amount of the Person formed by or surviving any outstanding Notes validly tender and do not withdraw such consolidation or merger (if other than Notes in such tender offer and the Company, or (in the case of a Change of Control Offer) assumes all the obligations any third party making such a tender offer in lieu of the Company, purchases all of the Notes validly tendered and not withdrawn by such Holders, the Company pursuant or such third party will have the right, upon not less than 1 business day nor more than 60 calendar days’ prior notice, given not more than 30 calendar days following such purchase date, to redeem all Notes that remain Outstanding following such purchase at a supplemental indenture in form reasonably satisfactory price equal to the Trusteeprice offered to each other Holder in such tender offer plus, under to the Notes extent not included in the tender offer payment, accrued and this Indentureunpaid interest, if any, thereon, to, but excluding, the Redemption Date.”
(c) The failure to comply with the terms of any of the Sections or Clauses of the Indenture set forth in clause (a) and (b) above shall no longer constitute a Default or Event of Default under the Indenture with respect to the Notes and shall no longer have any consequence under the Indenture.
(d) For the avoidance of doubt, Clauses (5), (6) and (7) of Section 501 (Events of Default) of the Indenture shall no longer apply to the Notes and the occurrence of the events described in Sections 501(5), (6) and (7) of the Indenture shall no longer constitute an Event of Default with respect to the Notes.
Appears in 1 contract
Sources: Supplemental Indenture (Chemours Co)
Amendments to the Indenture. Effective upon the date hereof, with respect to all outstanding Notes:
(a) The Indenture shall hereby be amended by deleting the following Sections or clauses 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.17, 4.18, 4.19, 4.20 and 4.21 of the Indenture and all references and definitions related thereto are hereby deleted in their entirety, except to the extent otherwise provided below, and these Sections and clauses shall be of no further force and effect, and shall no longer apply to the Notes, and the words “[INTENTIONALLY DELETED]” shall be inserted, in each case, in place of Company and the deleted text: Clauses (5), (6) and (7) of Section 501 (Events of Default) Section 1005 (Reports) Section 1006 (Limitation on Liens) Section 1007 (Additional Subsidiary Guarantees) Section 1008 (Limitation on Sale and Leasebacks) Section 1010 (Organizational Existence) Section 1012 (Change of Control and Ratings Decline)Guarantors are hereby released from their respective obligations thereunder.
(b) Section 801 4.22 of the Indenture (Merger or Transfer of Assets Only on Certain Terms) is hereby deleted and replaced in its entirety by the followingas follows: “The Company shall not consolidate or merge with or into another Person unless the Person formed by or surviving any such consolidation or merger (if other than the Company) assumes all the obligations Board of Directors of the Company pursuant may designate any Restricted Subsidiary to be an Unrestricted Subsidiary at any time. The Board of Directors of the Company may redesignate any Unrestricted Subsidiary to be a supplemental indenture in form reasonably satisfactory Restricted Subsidiary at any time. Any designation of a Subsidiary of the Company as an Unrestricted Subsidiary will be evidenced to the Trustee, under Trustee by filing with the Notes and this IndentureTrustee a certified copy of a resolution of the Board of Directors giving effect to such designation. The Board of Directors of the Company may at any time designate any Unrestricted Subsidiary to be a Restricted Subsidiary of the Company.”
(c) The Article 5 of the Indenture is hereby deleted in its entirety, and the Company and the Guarantors are hereby released from their respective obligations thereunder.
(d) Clauses (3) through (8) of Section 6.01(a) are hereby deleted in their entirety, and the events described therein shall no longer constitute Events of Default under the Indenture.
(e) Article 13 of the Indenture is hereby deleted in its entirety, and the Company and the Guarantors are hereby released from their respective obligations thereunder, and the Trustee and the Collateral Agent are hereby directed to take any and all action necessary or desirable to effect the release of all of the Collateral from the Liens securing the Notes, including, without limitation, amendment and/or restatement of the Security Agreement, the Intercreditor Agreement and the Collateral Documents to release the Liens securing the Notes, the Indenture and the Guarantees and/or to make the Liens granted under the Security Agreement secure new secured notes and related guarantees issued by the Company and the Guarantors pursuant to their Offering Memorandum and Consent Solicitation Statement dated January 15, 2016 (the “Exchange Offer Document”), as contemplated by such Exchange Offer Document.
(f) Any failure by the Company or any Guarantor to comply with the terms of any of the Sections or Clauses provisions of the Indenture set forth described in clause clauses (a), (c) and or (be) above or this Section 2 of this Supplemental Indenture (whether before or after the execution of this Supplemental Indenture) shall no longer constitute a Default or an Event of Default under the Indenture with respect to the Notes and shall no longer have any other consequence under the Indenture.
(d) For the avoidance of doubt, Clauses (5), (6) and (7) of Section 501 (Events of Default) of the Indenture shall no longer apply to the Notes and the occurrence of the events described in Sections 501(5), (6) and (7) of the Indenture shall no longer constitute an Event of Default with respect to the Notes.
Appears in 1 contract
Amendments to the Indenture. (a) The Indenture shall hereby be amended by deleting the following Sections or clauses provisions of the Indenture and all references and definitions related thereto in the Indenture will be deleted in their entirety, except to entirety and the extent otherwise provided below, and these Sections and clauses Company shall be released from its obligations under the following provisions of no further force and effect, and shall no longer apply the Indenture with respect to the Notes, provided that the section numbers will remain and the words word “[INTENTIONALLY DELETEDreserved]” shall be inserted, in each case, in place replace the title thereto: • Reports (Section 4.03) • Incurrence of the deleted text: Clauses Non-Guarantor Indebtedness and Issuance of Non-Guarantor Preferred Stock (5), (6Section 4.07) and (7) of Section 501 (Events of Default) Section 1005 (Reports) Section 1006 (Limitation on Liens) Section 1007 (Additional Subsidiary Guarantees) Section 1008 (• Limitation on Sale and LeasebacksLeaseback Transactions (Section 4.08) • Liens (Section 1010 (Organizational Existence4.10) Section 1012 (• Offer to Repurchase Upon Change of Control and Ratings Decline)
Triggering Event (bSection 4.11) • Corporate Existence (Section 801 4.12) • Additional Guarantors (Section 4.13) • Clause (a) of the Indenture (Merger Merger, Consolidation, or Transfer Sale of Assets Only on Certain Terms(Section 5.01) is hereby deleted and replaced in its entirety by the following: “The Company shall not consolidate or merge with or into another Person unless the Person formed by or surviving any such consolidation or merger (if other than the Company) assumes all the obligations of the Company pursuant to a supplemental indenture in form reasonably satisfactory to the Trustee, under the Notes and this Indenture.”
(c) The failure Failure to comply with the terms of any of the Sections or Clauses foregoing provisions of the Indenture set forth in clause (a) and (b) above shall no longer constitute a Default or an Event of Default under the Indenture and shall no longer have any other consequence under the Indenture with respect to the Notes and shall no longer have any consequence under the IndentureNotes.
(db) For the avoidance of doubt, Clauses Clause (5), (6) and (7c) of Section 501 6.01 (Events of Default) of the Indenture shall no longer apply to be amended by deleting “the Notes and the occurrence of the events described in Sections 501(5Issuer or”.
(c) Clauses (d), (6e), (f), (h), (i) and (7j) of Section 6.01 (Events of Default) of the Indenture shall no longer constitute an Event of Default be deleted in their entirety with respect to the Notes, including all references thereto, provided that the section numbers will remain and the word “[reserved]” shall replace the title thereto.
(d) All definitions set forth in the Indenture that relate to defined terms used solely in provisions deleted hereby, and any definitions used exclusively within such definitions, shall be deleted in their entirety from the Indenture and the Notes, including all references thereto.
Appears in 1 contract
Sources: Second Supplemental Indenture (Delphi Technologies PLC)
Amendments to the Indenture. Effective upon the Effective Date:
(ai) The Indenture shall is hereby be amended by deleting the following Sections or clauses of the Indenture and all references and definitions related thereto in their entiretyto delete Section 801 (Company May Consolidate, except to the extent otherwise provided belowEtc., and these Sections and clauses shall be of no further force and effect, and shall no longer apply to the Notes, and the words “[INTENTIONALLY DELETED]” shall be inserted, in each case, in place of the deleted text: Clauses (5Only on Certain Terms), Section 802 (6) and Successor Substituted), Section 1002 (7) Maintenance of Section 501 (Events of Default) Section 1005 (Reports) Office or Agency), Section 1006 (Limitation on Liens) Maintenance of Properties), Section 1007 (Additional Subsidiary Guarantees) Payment of Taxes and Other Claims), Section 1008 (Limitation on Sale Liens on Stock or Indebtedness of Significant Subsidiary) and Leasebacks) Section 1010 1011 (Organizational Existence) Section 1012 (Change of Control and Ratings DeclineAdditional Guarantors).
(bii) Section 801 of the The Indenture (Merger or Transfer of Assets Only on Certain Terms) is hereby deleted and replaced amended to delete Section 1004 (Statement by Officers as to Default) in its entirety by and such section is hereby replaced with the following: “The Company shall not consolidate or merge comply with or into another Person unless the Person formed by or surviving any such consolidation or merger (if other than the Company) assumes all the obligations Section 314 of the Company pursuant to a supplemental indenture in form reasonably satisfactory to the Trustee, under the Notes and this IndentureTIA.”
(ciii) The failure to comply with the terms of any of the foregoing Sections or Clauses of the Indenture set forth in clause (a) and (b) above shall no longer constitute a Default or an Event of Default under the Indenture with respect to the Notes and shall no longer have any other consequence under the Indenture.;
(div) For the avoidance of doubtThe Indenture is hereby amended to delete clauses (3), Clauses (4), (5), (6) ), (7), (8) and (79) of Section 501 (Events of Default) of in their entirety and all references thereto contained in Section 501 and elsewhere in the Indenture shall no longer apply to the Notes in their entirety, and the occurrence of the events described in Sections 501(5clauses (3), (4), (5), (6) ), (7), (8) and (79) of Section 501 shall no longer constitute Events of Default;
(v) All definitions set forth in Section 101 of the Indenture that relate to defined terms used solely in sections deleted by this Supplemental Indenture are hereby deleted in their entirety;
(vi) All references to Section 501 of the Indenture shall no longer constitute an Event of Default with respect to the Notesmean Section 501 as amended by this Supplemental Indenture.
Appears in 1 contract
Amendments to the Indenture. (a) The first sentence of the first paragraph of Section 2.10(d) of the First Supplemental Indenture shall hereby be amended by deleting deleted in its entirety and replaced with the following Sections or clauses of following: “On and after May 15, 2018, the Indenture and all references and definitions related thereto in their entirety, except to the extent otherwise provided below, and these Sections and clauses shall be of no further force and effect, and shall no longer apply to Company may redeem the Notes, and in whole or in part, upon not less than 2 business days’ nor more than 60 calendar days’ notice, at the words “[INTENTIONALLY DELETED]” shall be inserted, in each case, in place redemption prices (expressed as percentages of principal amount of the deleted text: Clauses (5)Notes to be redeemed) set forth below, (6) plus accrued and (7) unpaid interest thereon, to the Redemption Date, subject to the right of Section 501 (Events Holders of Default) Section 1005 (Reports) Section 1006 (Limitation record on Liens) Section 1007 (Additional Subsidiary Guarantees) Section 1008 (Limitation the relevant record date to receive interest due on Sale and Leasebacks) Section 1010 (Organizational Existence) Section 1012 (Change the relevant interest payment date, if redeemed beginning on May 15 of Control and Ratings Decline)the years indicated below:”
(b) The second paragraph of Section 801 2.10(d) of the First Supplemental Indenture (Merger or Transfer of Assets Only on Certain Terms) is hereby shall be deleted and replaced in its entirety by and replaced with the following: “The Company shall Notwithstanding the foregoing, in connection with any tender offer for all of the outstanding Notes at a price of at least 100% of the principal amount of the Notes tendered, plus accrued and unpaid interest thereon to, but excluding, the applicable tender settlement date (including any Change of Control Offer), if Holders of not consolidate or merge with or into another Person unless less than 90% in aggregate principal amount of the Person formed by or surviving any outstanding Notes validly tender and do not withdraw such consolidation or merger (if other than Notes in such tender offer and the Company, or (in the case of a Change of Control Offer) assumes all the obligations any third party making such a tender offer in lieu of the Company, purchases all of the Notes validly tendered and not withdrawn by such Holders, the Company pursuant or such third party will have the right, upon not less than 1 business day nor more than 60 calendar days’ prior notice, given not more than 30 calendar days following such purchase date, to redeem all Notes that remain Outstanding following such purchase at a supplemental indenture in form reasonably satisfactory price equal to the Trusteeprice offered to each other Holder in such tender offer plus, under to the Notes extent not included in the tender offer payment, accrued and this Indentureunpaid interest, if any, thereon, to, but excluding, the Redemption Date.”
(c) The failure to comply with the terms of any of the Sections or Clauses of the Indenture set forth in clause (a) and (b) above shall no longer constitute a Default or Event of Default under the Indenture with respect to the Notes and shall no longer have any consequence under the Indenture.
(d) For the avoidance of doubt, Clauses (5), (6) and (7) of Section 501 (Events of Default) of the Indenture shall no longer apply to the Notes and the occurrence of the events described in Sections 501(5), (6) and (7) of the Indenture shall no longer constitute an Event of Default with respect to the Notes.
Appears in 1 contract
Sources: Supplemental Indenture (Chemours Co)
Amendments to the Indenture. (a) The Indenture shall is hereby be amended as follows:
(i) Section 1102 is hereby amended by deleting the following Sections or clauses of the Indenture and all references and definitions related thereto in their entirety, except to the extent otherwise provided below, and these Sections and clauses shall be of no further force and effect, and shall no longer apply to the Notes, and the words “[INTENTIONALLY DELETED]” shall be inserted, in each case, in place of the deleted text: Clauses (5), (6) and (7) of Section 501 (Events of Default) Section 1005 (Reports) Section 1006 (Limitation on Liens) Section 1007 (Additional Subsidiary Guarantees) Section 1008 (Limitation on Sale and Leasebacks) Section 1010 (Organizational Existence) Section 1012 (Change of Control and Ratings Decline)
(b) Section 801 of the Indenture (Merger or Transfer of Assets Only on Certain Terms) is hereby deleted and replaced second sentence in its entirety by and replacing such second sentence with the following: “The Company shall not consolidate or merge with or into another Person unless In case of any redemption at the Person formed by or surviving any such consolidation or merger (if other than election of the Company) assumes all , the obligations Company shall, at least five days prior to the Redemption Date fixed by the Company, notify the Trustee of such Redemption Date and of the Company principal amount of Securities of such series to be redeemed and shall deliver to the Trustee such documentation and records as shall enable the Trustee to select the Securities to be redeemed pursuant to a supplemental indenture Section 1103; provided that any securities of such series to be redeemed held in global form reasonably satisfactory to shall be selected in accordance with the Trustee, under procedures of the Notes and this IndentureDepositary.”
(cii) The failure to comply Section 1104 is hereby amended by deleting the first sentence in its entirety and replacing such first sentence with the terms following: “Except as otherwise specified as contemplated by Section 301 for Securities of any series, notice of redemption shall be given in the Sections or Clauses manner provided in Section 106 not less than five days nor more than 60 days prior to the Redemption Date, to each Holder of Securities to be redeemed.”
(iii) Section 1006 is hereby amended by deleting such Section in its entirety and replacing it with the Indenture set forth following: “INTENTIONALLY OMITTED.”;
(iv) Section 1007 is hereby amended by deleting such Section in clause its entirety and replacing it with the following: “INTENTIONALLY OMITTED.”;
(av) Section 801 is hereby amended by deleting such Section in its entirety and replacing it with the following: “INTENTIONALLY OMITTED.”;
(vi) Section 501 is hereby amended by deleting clauses (4) and (b6) above shall no longer constitute a Default or Event of Default under the Indenture with respect to the Notes in their entirety and shall no longer have any consequence under the Indenture.
replacing such clauses (d4) For the avoidance of doubt, Clauses (5), and (6) and (7) of Section 501 (Events of Default) of with the Indenture shall no longer apply to the Notes and the occurrence of the events described in Sections 501(5), (6) and (7) of the Indenture shall no longer constitute an Event of Default with respect to the Notesfollowing: “INTENTIONALLY OMITTED.”;
Appears in 1 contract
Sources: First Supplemental Indenture (American Axle & Manufacturing Holdings Inc)