General Terms and Conditions of the Notes. SECTION 2.01. Establishment of the 5.00% Senior Notes due 2023. A new series of Securities with the following terms is hereby established pursuant to Section 301 of the Base Indenture: (1) The title of the series of Securities constituted by the Notes shall be the “5.00% Senior Notes due 2023”. (2) The initial aggregate principal amount of the Notes is $800,000,000. There is no limit upon the aggregate principal amount of Notes that may be authenticated and delivered under the Indenture. The Issuer may from time to time without notice to or the consent of the Holders of the Notes create and issue additional Notes (“Additional Notes”) ranking equally and ratably with the Notes in all respects other than the issue price the date of the issuance the payment of interest accruing prior to the issue date of such Additional Notes the first payment of interest following the issue date of such Additional Notes and in some cases the first payment of interest following the issue date of such Additional Notes. Any such Additional Notes shall be consolidated and form single series with the Notes initially issued including for purposes of voting and redemptions; provided that if the Additional Notes are not fungible with the Notes initially issued for U.S federal income tax purposes such Additional Notes shall have a separate CUSIP number. (3) The Notes will be (i) unsecured senior obligations of the Issuer, (ii) senior in right of payment to all existing and any future subordinated indebtedness of the Issuer and (iii) guaranteed by Parent and each Subsidiary Guarantor on an unsecured senior basis. (4) Not applicable. (5) The entire outstanding principal of the Notes shall be payable on March 15, 2023 plus any accrued and unpaid interest to such date. (6) Interest on the Notes shall accrue at a rate of 5.00% per annum, computed on the basis of a 360-day year of twelve 30-day months. Interest on the Notes shall accrue from March 14, 2013. The Interest Payment Dates for the Notes on which interest will be payable shall be March 15 and September 15 in each year, beginning September 15, 2013. The Regular Record Dates for the interest payable on the Notes on any Interest Payment Date shall be the March 1 and September 1 preceding the applicable Interest Payment Date. (7) Payment of principal and premium, if any, of, and interest on, the Notes shall be made at, and in the manner prescribed by, Sections 1001 and 1002 of the Base Indenture. (8) The Notes may be redeemed in accordance with paragraph 5 of the Notes. (9) The Notes do not have the benefit of a sinking fund. The Issuer is obligated to purchase the Notes at the option of the Holders thereof pursuant to Section 4.01. (10) Not applicable. (11) Not applicable. (12) Not applicable. (13) Not applicable. (14) Not applicable. (15) Not applicable. (16) Not applicable. (17) The Notes shall be issued as Global Securities and The Depository Trust Company, New York, New York shall be the initial Depositary. (18) Additions, deletions and changes in the Events of Default applicable to the Notes are set forth in Article V. (19) The covenants set forth in Article IV of this Supplemental Indenture shall apply to the Notes. The covenants set forth in Article VIII of the Base Indenture shall not apply to the Notes. (20) Not applicable. (21) The Notes shall be guaranteed by the Guarantors pursuant to Article VI of this Supplemental Indenture. (22) Not applicable.
Appears in 1 contract
General Terms and Conditions of the Notes. SECTION 2.01. Establishment of the 5.004.875% Senior Notes due 20232026. A new series of Securities with the following terms is hereby established pursuant to Section 301 of the Base Indenture:
(1) The title of the series of Securities constituted by the Notes shall be the “5.004.875% Senior Notes due 20232026”.
(2) The initial aggregate principal amount of the Notes is $800,000,000600,000,000. There is no limit upon the aggregate principal amount of Notes that may be authenticated and delivered under the Indenture. The Issuer may from time to time without notice to or the consent of the Holders of the Notes create and issue additional Notes (“Additional Notes”) ranking equally and ratably with the Notes in all respects other than the issue price price, the date of the issuance issuance, the payment of interest accruing prior to the issue date of such Additional Notes Notes, the first payment of interest following the issue date of such Additional Notes and in some cases the first payment of interest following the issue date of such Additional Notes. Any such Additional Notes shall be consolidated and form single series with the Notes initially issued including for purposes of voting and redemptions; provided that if the Additional Notes are not fungible with the Notes initially issued issued, then for U.S U.S. federal income tax purposes such Additional Notes shall have a separate CUSIP number.
(3) The Notes will be (i) unsecured senior obligations of the Issuer, (ii) senior in right of payment to all existing and any future subordinated indebtedness of the Issuer and (iii) guaranteed by Parent and each Subsidiary Guarantor on an unsecured senior basis.
(4) Not applicable.
(5) The entire outstanding principal of the Notes shall be payable on March 151, 2023 2026 plus any accrued and unpaid interest to such date.
(6) Interest on the Notes shall accrue at a rate of 5.004.875% per annum, computed on the basis of a 360-day year of twelve 30-day months. Interest on payments for the Notes shall accrue will include accrued interest from March 14and including the Issue Date or from and including the last date in respect of which interest has been paid, 2013as the case may be, to, but excluding, the Interest Payment Date or the date of maturity, as the case may be. The Interest Payment Dates for the Notes on which interest will be payable shall be March 15 1 and September 15 1 in each year, beginning September 15March 1, 20132016. The Regular Record Dates for the interest payable on the Notes on any Interest Payment Date shall be the March 1 February 15 and September 1 August 15 preceding the applicable Interest Payment Date.
(7) Payment of principal and premium, if any, of, and interest on, the Notes shall be made at, and in the manner prescribed by, Sections 1001 and 1002 of the Base Indenture.
(8) The Notes may be redeemed in accordance with paragraph 5 of the Notes.
(9) The Notes do not have the benefit of a sinking fund. The Issuer is obligated to purchase the Notes at the option of the Holders thereof pursuant to Section 4.014.01 of this Supplemental Indenture.
(10) Not applicable.
(11) Not applicable.
(12) Not applicable.
(13) Not applicable.
(14) Not applicable.
(15) Not applicable.
(16) Not applicable.
(17) The Notes shall be issued as Global Securities and The Depository Trust Company, New York, New York shall be the initial Depositary.
(18) Additions, deletions and changes in the Events of Default applicable to the Notes are set forth in Article V.V of this Supplemental Indenture.
(19) The covenants set forth in Article IV of this Supplemental Indenture shall apply to the Notes. The covenants set forth in Article VIII of the Base Indenture shall not apply to the Notes.
(20) Not applicable.
(21) The Notes shall be guaranteed by the Guarantors pursuant to Article VI of this Supplemental Indenture.
(22) Not applicable.
Appears in 1 contract
General Terms and Conditions of the Notes. SECTION 2.01. Establishment of the 5.005.500% Senior Notes due 20232029. A new series of Securities with the following terms is hereby established pursuant to Section 301 of the Base Indenture:
(1) The title of the series of Securities constituted by the Notes shall be the “5.005.500% Senior Notes due 20232029”.
(2) The initial aggregate principal amount of the Notes is $800,000,000500,000,000. There is no limit upon the aggregate principal amount of Notes that may be authenticated and delivered under the Indenture. The Issuer may from time to time without notice to or the consent of the Holders of the Notes create and issue additional Notes (“Additional Notes”) ranking equally and ratably with the Notes issued on the Issue Date in all respects other than the issue price price, the date of the issuance issuance, the payment of interest accruing prior to the issue date of such Additional Notes the first payment of interest following the issue date of such Additional Notes and in some cases the first payment of interest following the issue date of such Additional Notes. Any such Additional Notes shall be consolidated and form a single series with the Notes initially issued on the Issue Date for all purposes under the Indenture including for purposes of voting waivers, amendments, redemptions and redemptionsoffers to purchase; provided that if the Additional Notes are not fungible with the Notes initially issued on the Issue Date for U.S U.S. federal income tax purposes purposes, such nonfungible Additional Notes shall have a separate CUSIP numbernumber from the Notes issued on the Issue Date.
(3) The Notes will be (i) unsecured senior obligations of the Issuer, (ii) senior in right of payment to all existing and any future subordinated indebtedness of the Issuer and (iii) guaranteed by Parent ▇▇▇▇▇▇ and each Subsidiary Guarantor on an unsecured senior basis.
(4) Not applicable.
(5) The entire outstanding principal of the Notes shall be payable on March 15April 1, 2023 2029 plus any accrued and unpaid interest to such date.
(6) Interest on the Notes shall accrue at a rate of 5.005.500% per annum, computed on the basis of a 360-day year of twelve 30-day months. Interest on payments for the Notes shall accrue will include accrued interest from March 14and including the Issue Date or from and including the last date in respect of which interest has been paid, 2013as the case may be, to, but excluding, the Interest Payment Date or the date of maturity, as the case may be. The Interest Payment Dates for the Notes on which interest will be payable shall be March 15 April 1 and September 15 in October 1 of each year, beginning September 15October 1, 20132024. The Regular Record Dates for the interest payable on the Notes on any Interest Payment Date shall be the March 1 15 and September 1 15 preceding the applicable Interest Payment Date, whether or not a Business Day.
(7) Payment of principal and premium, if any, of, and interest on, the Notes shall be made at, and in the manner prescribed by, Sections 1001 and 1002 of the Base Indenture.
(8) The Notes may be redeemed in accordance with paragraph 5 of the Notes.
(9) The Notes do not have the benefit of a sinking fund. The Issuer is obligated to purchase the Notes at the option of the Holders thereof pursuant to Section 4.014.01 of this Supplemental Indenture.
(10) Not applicable.
(11) Not applicable.
(12) Not applicable.
(13) Not applicable.
(14) Not applicable.
(15) Not applicable.
(16) Not applicable.
(17) The Notes shall be issued as Global Securities and The Depository Trust Company, New York, New York shall be the initial Depositary.
(18) Additions, deletions and changes in the Events of Default applicable to the Notes are set forth in Article V.V of this Supplemental Indenture.
(19) The covenants set forth in Article IV of this Supplemental Indenture shall apply to the Notes. The covenants set forth in Article VIII of the Base Indenture shall not apply to the Notes.
(20) Not applicable.
(21) The Notes shall be guaranteed by ▇▇▇▇▇▇ and the Guarantors Subsidiary Guarantors, if any, pursuant to Section 4.05 and Article VI of this Supplemental Indenture.
(22) Not applicable.
Appears in 1 contract
General Terms and Conditions of the Notes. SECTION 2.01. Establishment of the 5.005.500% Senior Notes due 20232035. A new series of Securities with the following terms is hereby established pursuant to Section 301 of the Base Indenture:
(1) The title of the series of Securities constituted by the Notes shall be the “5.005.500% Senior Notes due 20232035”.
(2) The initial aggregate principal amount of the Notes is $800,000,000500,000,000. There is no limit upon the aggregate principal amount of Notes that may be authenticated and delivered under the Indenture. The Issuer may from time to time without notice to or the consent of the Holders of the Notes create and issue additional Notes (“Additional Notes”) ranking equally and ratably with the Notes issued on the Issue Date in all respects other than the issue price price, the date of the issuance issuance, the payment of interest accruing prior to the issue date of such Additional Notes the first payment of interest following the issue date of such Additional Notes and in some cases the first payment of interest following the issue date of such Additional Notes. Any such Additional Notes shall be consolidated and form a single series with the Notes initially issued on the Issue Date for all purposes under the Indenture including for purposes of voting waivers, amendments, redemptions and redemptionsoffers to purchase; provided that if the Additional Notes are not fungible with the Notes initially issued on the Issue Date for U.S U.S. federal income tax purposes purposes, such nonfungible Additional Notes shall have a separate CUSIP numbernumber from the Notes issued on the Issue Date.
(3) The Notes will be (i) unsecured senior obligations of the Issuer, (ii) senior in right of payment to all existing and any future subordinated indebtedness of the Issuer and (iii) guaranteed by Parent and each Subsidiary Guarantor on an unsecured senior basis.
(4) Not applicable.
(5) The entire outstanding principal of the Notes shall be payable on March June 15, 2023 2035 plus any accrued and unpaid interest to such date.
(6) Interest on the Notes shall accrue at a rate of 5.005.500% per annum, computed on the basis of a 360-day year of twelve 30-day months. Interest on payments for the Notes shall accrue will include accrued interest from March 14and including the Issue Date or from and including the last date in respect of which interest has been paid, 2013as the case may be, to, but excluding, the Interest Payment Date or the date of maturity, as the case may be. The Interest Payment Dates for the Notes on which interest will be payable shall be March June 15 and September December 15 in of each year, beginning September December 15, 20132025. The Regular Record Dates for the interest payable on the Notes on any Interest Payment Date shall be the March June 1 and September December 1 preceding the applicable Interest Payment Date, whether or not a Business Day.
(7) Payment of principal and premium, if any, of, and interest on, the Notes shall be made at, and in the manner prescribed by, Sections 1001 and 1002 of the Base Indenture.
(8) The Notes may be redeemed in accordance with paragraph 5 of the Notes.
(9) The Notes do not have the benefit of a sinking fund. The Issuer is obligated to purchase the Notes at the option of the Holders thereof pursuant to Section 4.014.01 of this Supplemental Indenture.
(10) Not applicable.
(11) Not applicable.
(12) Not applicable.
(13) Not applicable.
(14) Not applicable.
(15) Not applicable.
(16) Not applicable.
(17) The Notes shall be issued as Global Securities and The Depository Trust Company, New York, New York shall be the initial Depositary.
(18) Additions, deletions and changes in the Events of Default applicable to the Notes are set forth in Article V.V of this Supplemental Indenture.
(19) The covenants set forth in Article IV of this Supplemental Indenture shall apply to the Notes. The covenants set forth in Article VIII of the Base Indenture shall not apply to the Notes.
(20) Not applicable.
(21) The Notes shall be guaranteed by Parent and the Guarantors Subsidiary Guarantors, if any, pursuant to Section 4.05 and Article VI of this Supplemental Indenture.
(22) Not applicable.
(23) Not applicable.
(24) The provisions of this Supplemental Indenture shall supersede any conflicting terms of the Base Indenture with respect to the Notes as set forth in Section 1.01.
Appears in 1 contract
General Terms and Conditions of the Notes. SECTION 2.01. Establishment of the 5.004.800% Senior Notes due 20232030. A new series of Securities with the following terms is hereby established pursuant to Section 301 of the Base Indenture:
(1) The title of the series of Securities constituted by the Notes shall be the “5.004.800% Senior Notes due 20232030”.
(2) The initial aggregate principal amount of the Notes is $800,000,000600,000,000. There is no limit upon the aggregate principal amount of Notes that may be authenticated and delivered under the Indenture. The Issuer may from time to time without notice to or the consent of the Holders of the Notes create and issue additional Notes (“Additional Notes”) ranking equally and ratably with the Notes issued on the Issue Date in all respects other than the issue price price, the date of the issuance issuance, the payment of interest accruing prior to the issue date of such Additional Notes the first payment of interest following the issue date of such Additional Notes and in some cases the first payment of interest following the issue date of such Additional Notes. Any such Additional Notes shall be consolidated and form a single series with the Notes initially issued on the Issue Date for all purposes under the Indenture including for purposes of voting waivers, amendments, redemptions and redemptionsoffers to purchase; provided that if the Additional Notes are not fungible with the Notes initially issued on the Issue Date for U.S U.S. federal income tax purposes purposes, such nonfungible Additional Notes shall have a separate CUSIP numbernumber from the Notes issued on the Issue Date.
(3) The Notes will be (i) unsecured senior obligations of the Issuer, (ii) senior in right of payment to all existing and any future subordinated indebtedness of the Issuer and (iii) guaranteed by Parent and each Subsidiary Guarantor on an unsecured senior basis.
(4) Not applicable.
(5) The entire outstanding principal of the Notes shall be payable on March June 15, 2023 2030 plus any accrued and unpaid interest to such date.
(6) Interest on the Notes shall accrue at a rate of 5.004.800% per annum, computed on the basis of a 360-day year of twelve 30-day months. Interest on payments for the Notes shall accrue will include accrued interest from March 14and including the Issue Date or from and including the last date in respect of which interest has been paid, 2013as the case may be, to, but excluding, the Interest Payment Date or the date of maturity, as the case may be. The Interest Payment Dates for the Notes on which interest will be payable shall be March June 15 and September December 15 in of each year, beginning September December 15, 20132025. The Regular Record Dates for the interest payable on the Notes on any Interest Payment Date shall be the March June 1 and September December 1 preceding the applicable Interest Payment Date, whether or not a Business Day.
(7) Payment of principal and premium, if any, of, and interest on, the Notes shall be made at, and in the manner prescribed by, Sections 1001 and 1002 of the Base Indenture.
(8) The Notes may be redeemed in accordance with paragraph 5 of the Notes.
(9) The Notes do not have the benefit of a sinking fund. The Issuer is obligated to purchase the Notes at the option of the Holders thereof pursuant to Section 4.014.01 of this Supplemental Indenture.
(10) Not applicable.
(11) Not applicable.
(12) Not applicable.
(13) Not applicable.
(14) Not applicable.
(15) Not applicable.
(16) Not applicable.
(17) The Notes shall be issued as Global Securities and The Depository Trust Company, New York, New York shall be the initial Depositary.
(18) Additions, deletions and changes in the Events of Default applicable to the Notes are set forth in Article V.V of this Supplemental Indenture.
(19) The covenants set forth in Article IV of this Supplemental Indenture shall apply to the Notes. The covenants set forth in Article VIII of the Base Indenture shall not apply to the Notes.
(20) Not applicable.
(21) The Notes shall be guaranteed by Parent and the Guarantors Subsidiary Guarantors, if any, pursuant to Section 4.05 and Article VI of this Supplemental Indenture.
(22) Not applicable.
(23) Not applicable.
(24) The provisions of this Supplemental Indenture shall supersede any conflicting terms of the Base Indenture with respect to the Notes as set forth in Section 1.01.
Appears in 1 contract
General Terms and Conditions of the Notes. SECTION 2.01. Establishment of the 5.002.500% Senior Notes due 20232031. A new series of Securities with the following terms is hereby established pursuant to Section 301 of the Base Indenture:
(1) The title of the series of Securities constituted by the Notes shall be the “5.002.500% Senior Notes due 20232031”.
(2) The initial aggregate principal amount of the Notes is $800,000,000500,000,000. There is no limit upon the aggregate principal amount of Notes that may be authenticated and delivered under the Indenture. The Issuer may from time to time without notice to or the consent of the Holders of the Notes create and issue additional Notes (“Additional Notes”) ranking equally and ratably with the Notes issued on the Issue Date in all respects other than the issue price price, the date of the issuance issuance, the payment of interest accruing prior to the issue date of such Additional Notes the first payment of interest following the issue date of such Additional Notes and in some cases the first payment of interest following the issue date of such Additional Notes. Any such Additional Notes shall be consolidated and form a single series with the Notes initially issued on the Issue Date for all purposes under the Indenture including for purposes of voting voting, redemptions and redemptionsoffers to purchase; provided that if the Additional Notes are not fungible with the Notes initially issued on the Issue Date for U.S U.S. federal income tax purposes purposes, such nonfungible Additional Notes shall have a separate CUSIP numbernumber from the Notes issued on the Issue Date.
(3) The Notes will be (i) unsecured senior obligations of the Issuer, (ii) senior in right of payment to all existing and any future subordinated indebtedness of the Issuer and (iii) guaranteed by Parent and each Subsidiary Guarantor on an unsecured senior basis.
(4) Not applicable.
(5) The entire outstanding principal of the Notes shall be payable on March 15, 2023 plus any accrued and unpaid interest to such date.
(6) Interest on the Notes shall accrue at a rate of 5.00% per annum, computed on the basis of a 360-day year of twelve 30-day months. Interest on the Notes shall accrue from March 14, 2013. The Interest Payment Dates for the Notes on which interest will be payable shall be March 15 and September 15 in each year, beginning September 15, 2013. The Regular Record Dates for the interest payable on the Notes on any Interest Payment Date shall be the March 1 and September 1 preceding the applicable Interest Payment Date.
(7) Payment of principal and premium, if any, of, and interest on, the Notes shall be made at, and in the manner prescribed by, Sections 1001 and 1002 of the Base Indenture.
(8) The Notes may be redeemed in accordance with paragraph 5 of the Notes.
(9) The Notes do not have the benefit of a sinking fund. The Issuer is obligated to purchase the Notes at the option of the Holders thereof pursuant to Section 4.01.
(10) Not applicable.
(11) Not applicable.
(12) Not applicable.
(13) Not applicable.
(14) Not applicable.
(15) Not applicable.
(16) Not applicable.
(17) The Notes shall be issued as Global Securities and The Depository Trust Company, New York, New York shall be the initial Depositary.
(18) Additions, deletions and changes in the Events of Default applicable to the Notes are set forth in Article V.
(19) The covenants set forth in Article IV of this Supplemental Indenture shall apply to the Notes. The covenants set forth in Article VIII of the Base Indenture shall not apply to the Notes.
(20) Not applicable.
(21) The Notes shall be guaranteed by the Guarantors pursuant to Article VI of this Supplemental Indenture.
(22) Not applicable.
Appears in 1 contract
General Terms and Conditions of the Notes. SECTION 2.01. Establishment of the 5.005.375% Senior Notes due 20232022. A new series of Securities with the following terms is hereby established pursuant to Section 301 3.01 of the Base Indenture:
(1a) The title of the series of Securities constituted by the Notes shall be the “5.005.375% Senior Notes due 20232022”.
(2b) The initial aggregate principal amount of the Notes is $800,000,000500,000,000. There is no limit upon the aggregate principal amount of Notes that may be authenticated and delivered under the Indenture. The Issuer Company may from time to time without notice to or the consent of the Holders of the Notes create and issue additional Notes (“Additional Notes”) ranking equally and ratably with the Notes in all respects other than the issue price the date of the issuance the payment of interest accruing prior to the issue date of such Additional Notes the first payment of interest following the issue date of such Additional Notes and in some cases the first payment of interest following the issue date of such Additional Notes. Any such Additional Notes shall be consolidated and form single series with the Notes initially issued including for purposes of voting and redemptions; provided that if the Additional Notes are not fungible with the Notes initially issued for U.S U.S. federal income tax purposes such Additional Notes shall have a separate CUSIP number.
(3) The Notes will be (i) unsecured senior obligations of the Issuer, (ii) senior in right of payment to all existing and any future subordinated indebtedness of the Issuer and (iii) guaranteed by Parent and each Subsidiary Guarantor on an unsecured senior basis.
(4) Not applicable.
(5c) The entire outstanding principal of the Notes shall be payable on March 15October 1, 2023 2022 plus any accrued and unpaid interest to such date.
(6d) Interest on the Notes shall accrue at a rate of 5.005.375% per annum, computed on the basis of a 360-day year of twelve 30-day months. Interest on the Notes shall accrue from March 14September 17, 20132014. The Interest Payment Dates for the Notes on which interest will be payable shall be March 15 April 1 and September 15 October 1 in each year, beginning September 15April 1, 20132015. The Regular Record Dates for the interest payable on the Notes on any Interest Payment Date shall be the March 1 15 and September 1 15 preceding the applicable Interest Payment Date.
(7) Payment of principal and premium, if any, of, and interest on, the Notes shall be made at, and in the manner prescribed by, Sections 1001 and 1002 of the Base Indenture.
(8) The Notes may be redeemed in accordance with paragraph 5 of the Notes.
(9) The Notes do not have the benefit of a sinking fund. The Issuer is obligated to purchase the Notes at the option of the Holders thereof pursuant to Section 4.01.
(10e) Not applicable.
(11f) Not applicable.
(12g) Not applicable.
(13) Not applicable.
(14) Not applicable.
(15) Not applicable.
(16) Not applicable.
(17) The Notes shall be issued as Global Securities and The Depository Trust Company, New York, New York shall be the initial Depositary.
(18) Additions, deletions and changes in the Events of Default applicable to the Notes are set forth in Article V.
(19) The covenants set forth in Article IV of this Supplemental Indenture shall apply to the Notes. The covenants set forth in Article VIII of the Base Indenture shall not apply to the Notes.
(20) Not applicable.
(21) The Notes shall be guaranteed by the Guarantors pursuant to Article VI of this Supplemental Indenture.
(22) Not applicable.
Appears in 1 contract