Common use of Discharge of Liability on the Notes Clause in Contracts

Discharge of Liability on the Notes. (a) When (i) the Issuer delivers to the Trustee all Outstanding Notes (other than Notes replaced pursuant to Section 2.08 hereof) for cancellation or (ii) all Outstanding Notes have become due and payable, whether at maturity or as a result of the mailing of a notice of an Optional Redemption pursuant to Section 3.09(a) hereof or any other Redemption pursuant to Section 3.09(c) hereof and the Issuer irrevocably deposits in the Redemption Account funds sufficient to pay at maturity or upon redemption all Outstanding Notes, including interest thereon to maturity or the Redemption Date (other than Notes replaced pursuant to Section 2.08), and if in either case the Issuer pays all other sums payable hereunder by the Issuer, then this Indenture shall, subject to Section 11.01(b), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of this Indenture on demand of the Issuer accompanied by an Officer’s Certificate and an Opinion of Counsel, at the cost and expense of the Issuer, to the effect that any conditions precedent to a discharge of this Indenture have been met. (b) Notwithstanding clause (a) above, the Issuer’s obligations in Section 8.01 and the Trustee’s obligations in Section 12.14 shall survive the satisfaction and discharge of this Indenture.

Appears in 2 contracts

Sources: Indenture (NPS Pharmaceuticals Inc), Indenture (NPS Pharmaceuticals Inc)

Discharge of Liability on the Notes. (a) When (i) the Issuer delivers to the Trustee all Outstanding Notes (other than Notes replaced pursuant to Section 2.08 hereof) for cancellation or (ii) all Outstanding Notes have become due and payable, whether at maturity or as a result of the mailing of a notice of an Optional Redemption pursuant to Section 3.09(a) hereof or any other Redemption pursuant to Section 3.09(c3.09(b) hereof and the Issuer irrevocably deposits in the Redemption Account funds sufficient to pay at maturity or upon redemption all Outstanding Notes, including interest thereon to maturity or the Redemption Date (other than Notes replaced pursuant to Section 2.08), and if in either case the Issuer pays all other sums payable hereunder by the Issuer, then this Indenture shall, subject to Section 11.01(b), cease to be of further effecteffect and the security interest granted to the Trustee hereunder in the Collateral and the Indenture Estate shall terminate. The Trustee shall acknowledge satisfaction and discharge of this Indenture Indenture, and file all UCC termination statements and similar documents prepared by Issuer, on demand of the Issuer accompanied by an Officer’s 's Certificate and an Opinion of Counsel, at the cost and expense of the Issuer, to the effect that any conditions precedent to a discharge of this Indenture have been met. (b) Notwithstanding clause (a) above, the Issuer’s 's obligations in Section 8.01 and the Trustee’s 's obligations in Section 12.14 12.13 shall survive the satisfaction and discharge of this Indenture.

Appears in 1 contract

Sources: Indenture (Alkermes Inc)