Common use of Modification of the Indenture Clause in Contracts

Modification of the Indenture. Each indenture provides that we and the trustee may enter into supplemental indentures without the consent of the holders of debt securities to: • secure any debt securities; • evidence the assumption by a successor corporation of our obligations; • add covenants for the protection of the holders of debt securities; • cure any ambiguity or correct any inconsistency in the indenture; • establish the forms or terms of debt securities of any series; and • evidence and provide for the acceptance of appointment by a successor trustee. It is anticipated that modifications and amendments of an indenture may be made by us and the trustee, with the consent of the holders of not less than a majority in principal amount of each series of the outstanding debt securities issued under the indenture that are affected by the modification or amendment, provided that no such modification or amendment may, without the consent of each holder of such debt securities affected thereby: • change the stated maturity date of the principal of (or premium, if any) or any installment of interest, if any, on any such debt security; • reduce the principal amount of (or premium, if any) or the interest, if any, on any such debt security or the principal amount due upon acceleration of an original issue discount security; • change the time or place or currency of payment of principal of (or premium, if any) or interest, if any, on any such debt security; • impair the right to institute suit for the enforcement of any such payment on or with respect to any such debt security; • reduce any amount payable on redemption; • modify any of the subordination provisions or the definition of senior indebtedness applicable to any subordinated debt securities in a manner adverse to the holders of those securities; • reduce the above-stated percentage of holders of debt securities necessary to modify or amend the indenture; or • modify the foregoing requirements or reduce the percentage of outstanding debt securities necessary to waive compliance with certain provisions of the indenture or for waiver of certain defaults. A record date may be set for any act of the holders with respect to consenting to any amendment. The holders of not less than a majority in principal amount of outstanding debt securities of each series affected thereby will have the right to waive our compliance with certain covenants in such indenture. Each indenture will contain provisions for convening meetings of the holders of debt securities of a series to take permitted action. A prospectus supplement may set forth modifications or additions to these provisions with respect to a particular series of debt securities.

Appears in 1 contract

Sources: Sales Agreement

Modification of the Indenture. Each indenture provides that Unless we indicate otherwise in a prospectus supplement and the trustee may enter into supplemental indentures without the consent except as set forth below, modification and amendment of the holders of debt securities to: • secure any indenture, or entry into a supplemental indenture applicable to the debt securities; • evidence the assumption by a successor corporation of our obligations; • add covenants for the protection of the holders of debt securities; • cure any ambiguity or correct any inconsistency in the indenture; • establish the forms or terms of debt securities of any series; and • evidence and provide for the acceptance of appointment by a successor trustee. It is anticipated that modifications and amendments of an indenture , may be made only when authorized by us our board of directors and the trustee, with the consent of the holders of not less than a majority in principal amount of each series of the outstanding debt securities issued under the indenture that are outstanding affected by such supplemental indenture, voting together as a single class. Notwithstanding the modification or amendmentforegoing, provided that no such modification or amendment of an indenture as applicable to any series of debt securities may: • extend the fixed maturity of any debt security, or reduce the principal amount thereof or premium, if any, or reduce the rate or extend the time of payment of interest thereon, without the consent of each the holder of such each debt securities affected thereby: • change the stated maturity date of the principal of (or premium, if any) or any installment of interest, if any, on any such debt securitysecurity so affected; • reduce the percentage in principal amount of (or premium, if any) or outstanding debt securities that is required for any supplemental indenture without the interest, if any, on any such consent of the holders of all debt security or the principal amount due upon acceleration of an original issue discount security; • change the time or place or currency of payment of principal of (or premium, if any) or interest, if any, on any such debt security; • impair the right to institute suit for the enforcement of any such payment on or with respect to any such debt security; • reduce any amount payable on redemptionsecurities then outstanding; • modify any of the subordination provisions or the definition of senior indebtedness applicable to any subordinated debt securities in a manner adverse to the holders of those securitiesany debt security; or reduce modify any of the above-stated percentage of holders of debt securities necessary applicable provisions with respect to modification and waiver. In addition, we and the trustee may modify or amend the indenture; indenture as applicable to the debt securities, with the consent of our board of directors but without the consent of any holder of the debt securities, for any of the following purposes: • to evidence the succession of another corporation to the Company, or • modify successive successions, and provide for the foregoing requirements or reduce successor’s assumption of our covenants, agreements and obligations under the percentage of outstanding indenture and the debt securities necessary issued thereunder; • to waive compliance add further covenants, restrictions, conditions or provisions as our board of directors considers to be for the protection of the holders of the debt securities, and to make the occurrence, or the occurrence and continuance, of a default in any of such additional covenants, restrictions, conditions or provisions an event of default permitting the enforcement of all or any of the remedies provided under the indenture, with certain such period of grace and subject to such conditions as such supplemental indenture may provide; • to add or change any of the provisions of the indenture or for waiver of certain defaults. A record date to provide that Bearer Securities may be set registrable as to principal, to change or eliminate any restrictions on the payment of principal of or any premium or interest on Bearer Securities, to permit Bearer Securities to be issued in exchange for any act Registered Securities, to permit Bearer Securities to be issued in exchange for Bearer Securities of other authorized denominations or to permit or facilitate the holders with respect to consenting to any amendment. The holders issuance of not less than a majority in principal amount of outstanding debt securities of each series affected thereby will have in uncertificated form; provided, that any such action shall not adversely affect the right to waive our compliance with certain covenants in such indenture. Each indenture will contain provisions for convening meetings interests of the holders of the debt securities or any related coupons in any material respect; • to modify, eliminate or add provisions of a series the indenture to take such extent as necessary in order to effect the qualification of the indenture under the Trust Indenture Act of 1939, as amended, or the Trust Indenture Act, or any similar federal statute thereafter enacted, and to add such other provisions as may be expressly permitted action. A prospectus supplement may set forth modifications by the Trust Indenture Act, excluding Section 316(a)(2) thereof or additions any corresponding provision in any similar federal statute hereafter enacted; • to these modify, eliminate or add to any provisions with respect of the indenture; provided that any such change or elimination (i) becomes effective only when there are no outstanding debt securities and created prior to a particular series the execution of such supplemental indenture that is entitled to the benefit from such provision or (ii) does not apply to any outstanding debt securities.security;

Appears in 1 contract

Sources: At the Market Offering Agreement

Modification of the Indenture. Each Together with the trustee, we may make modifications and amendments to the indenture provides that we and the trustee may enter into supplemental indentures without the consent of the holders of the debt securities to, among other things: • secure any debt securities; • evidence the assumption by a successor corporation of our obligations; • add covenants for the protection benefit of the holders of one or more series of the debt securities; • create a new series of debt securities under the indenture; • provide for the issuance of additional securities of a series under the indenture; • cure any ambiguity or correct any inconsistency in the indenture; • establish the forms add guarantees or terms of debt securities of any seriessecurity; and • evidence and provide for make any change that does not adversely affect the acceptance rights of appointment holders of the debt securities. Together with the trustee, we may, when authorized by a successor trustee. It is anticipated that our board of directors, also make modifications and amendments of an to the indenture may be made by us and the trustee, with the consent of the holders of not less than a majority in principal amount of each series of the outstanding debt securities issued under the indenture that are of all affected by the modification or amendment, provided that no such modification or amendment mayseries. However, without the consent of each holder of such debt securities affected therebyholder, no modification may: • change extend the stated fixed maturity date of the principal of (or premium, if any) or any installment of interest, if any, on any such debt security; • reduce the principal amount of principal, premium (or premium, if any) ), rate of interest or extend the time of payment of interest on any debt security; • reduce the percentage of holders of outstanding debt securities of any series required to consent to any modification under this section; • change any place of payment or the interest, if any, on currency in which any such debt security or the principal amount due upon acceleration of an original issue discount securityany premium or interest thereon is payable; • change the time or place or currency ranking of payment any series of principal of (or premium, if any) or interest, if any, on any such debt securitysecurities; • impair the right to institute suit for enforce any payment after the enforcement of any such payment on stated maturity or with respect to any such debt security; • reduce any amount payable on redemption; • modify any of the subordination provisions or the definition of senior indebtedness applicable to any subordinated debt securities in a manner adverse to the holders of those securities; • reduce the above-stated percentage of holders of debt securities necessary to modify or amend the indentureredemption date; or • modify make any change in the foregoing requirements amendment provisions that require each holder’s consent or reduce in the percentage of outstanding debt securities necessary to waive compliance with certain provisions of the indenture or for waiver of certain defaults. A record date may be set for any act of the holders with respect to consenting to any amendment. The holders of not less than a majority in principal amount of outstanding debt securities of each series affected thereby will have the right to waive our compliance with certain covenants in such indenture. Each indenture will contain provisions for convening meetings of the holders of debt securities of a series to take permitted action. A prospectus supplement may set forth modifications or additions to these provisions with respect to a particular series of debt securitiesprovisions.

Appears in 1 contract

Sources: At the Market Offering Agreement

Modification of the Indenture. Each The indenture provides that we and the trustee may enter into supplemental indentures without the consent of the holders of debt securities to, among other things: • secure any debt securities; • evidence the assumption by a successor corporation entity of our obligations; • add to our covenants for the protection benefit of the holders of debt securities, or to surrender any rights or power conferred upon us; • cure add any ambiguity additional events of default; • add to, change or correct eliminate any inconsistency of the provisions of the indenture in a manner that will become effective only when there is no outstanding debt security which is entitled to the indenturebenefit of the provision as to which the modification would apply; • add guarantees with respect to or secure any debt securities; • establish the forms or terms of debt securities of any series; and • evidence and provide for the acceptance of appointment by a successor trustee and add to or change any of the provisions of the indenture as is necessary for the administration of the trusts by more than one trustee. It is anticipated that modifications ; • cure any ambiguity or correct any inconsistency or defect in the indenture; • modify, eliminate or add to the provisions of the indenture as shall be necessary to effect the qualification of the indenture under the Trust Indenture Act of 1939 or under any similar federal statute later enacted, and amendments of an to add to the indenture such other provisions as may be made expressly required by us the Trust Indenture Act; and • make any other provisions with respect to matters or questions arising under the indenture that will not be inconsistent with any provision of the indenture as long as the new provisions do not adversely affect the interests of the holders of any outstanding debt securities of any series created prior to the modification. The indenture also provides that we and the trusteetrustee may, with the consent of the holders of not less than a majority in aggregate principal amount of debt securities of each series of the outstanding debt securities issued under affected by such supplemental indenture then outstanding, add any provisions to, or change in any manner, eliminate or modify in any way the provisions of, the indenture that are affected by or any supplemental indenture or modify in any manner the modification or amendmentrights of the holders of the debt securities. We and the trustee may not, provided that no such modification or amendment mayhowever, without the consent of each the holder of such each outstanding debt securities security affected thereby: • change extend the stated final maturity date of the principal of (or premium, if any) or any installment of interest, if any, on any such debt security; • reduce the principal amount of (or premium, if any) ; • reduce the rate or extend the time of payment of interest, if any, on ; • reduce the amount of the principal of any such debt security or the principal amount due upon acceleration of issued with an original issue discount securitythat is payable upon acceleration; • change the time or place or currency of payment of principal of (or premiumin which the principal, if any) and any premium or interest, if any, on any such debt securityis payable; • impair the right to institute suit for the enforcement of any such payment on any debt security when due; • if applicable, adversely affect the right of a holder to convert or with respect to any such exchange a debt security; • reduce any amount payable on redemption; • modify any of the subordination provisions or the definition of senior indebtedness applicable to any subordinated debt securities in a manner adverse to the holders of those securities; • reduce the above-stated percentage of holders of debt securities necessary to modify or amend the indenture; or • modify the foregoing requirements or reduce the percentage of outstanding debt securities necessary to waive compliance with certain provisions any series whose consent is required for any modification of the indenture or for waiver waivers of certain defaults. A record date may be set for any act of compliance with or defaults under the holders indenture with respect to consenting to any amendmentdebt securities of that series. The indenture provides that the holders of not less than a majority in aggregate principal amount of the then outstanding debt securities of each series affected thereby will have any series, by notice to the right to waive our compliance with certain covenants in such indenture. Each indenture will contain provisions for convening meetings relevant trustee, may on behalf of the holders of the debt securities of that series waive any default and its consequences under the indenture except: • a default in the payment of, any premium and any interest on, or principal of, any such debt security held by a non-consenting holder; or • a default in respect of a covenant or provision of the indenture that cannot be modified or amended without the consent of the holder of each outstanding debt security of each series to take permitted action. A prospectus supplement may set forth modifications or additions to these provisions with respect to a particular series of debt securitiesaffected.

Appears in 1 contract

Sources: Sales Agreement

Modification of the Indenture. Each Except as provided in the prospectus supplement, each indenture provides that we and the trustee may enter into supplemental indentures without the consent of the holders of debt securities to: • secure any debt securities; • evidence the assumption by a successor corporation of our obligationsobligations and the conversion of any debt securities into the capital stock of that successor corporation, if the terms of those debt securities so provide; • add covenants for the protection of the holders of debt securities; • cure any ambiguity or correct any inconsistency in the indenture; • establish the forms or terms of debt securities of any series; and • evidence and provide for the acceptance of appointment by a successor trustee. It is anticipated Each indenture also provides that modifications and amendments of an indenture may be made by us we and the trusteetrustee may, with the consent of the holders of not less than a majority in aggregate principal amount of each debt securities of all series of the outstanding senior debt securities issued under or of subordinated debt securities then outstanding and affected, voting as one class, add any provisions to, or change in any manner, eliminate or modify in any way the provisions of, the indenture that are affected by or modify in any manner the modification or amendmentrights of the holders of the debt securities. We and the trustee may not, provided that no such modification or amendment mayhowever, without the consent of each the holder of such each outstanding debt securities affected therebysecurity affected: • change extend the stated maturity date of the principal of (or premium, if any) or any installment of interest, if any, on any such debt security; • reduce the principal amount of (or premium, if any) ; • reduce the rate or extend the time of payment of interest; • reduce any amount payable on redemption; • change the currency in which the principal, unless otherwise provided for a series, premium, if any, on or interest is payable; • reduce the amount of the principal of any such debt security or the principal amount due upon acceleration of issued with an original issue discount security; • change the time that is payable upon acceleration or place or currency of payment of principal of (or premium, if any) or interest, if any, on any such debt securityprovable in bankruptcy; • impair the right to institute suit for the enforcement of any such payment on any debt security when due; or with respect to any such debt security; • reduce any amount payable on redemption; • modify any of the subordination provisions or the definition of senior indebtedness applicable to any subordinated debt securities in a manner adverse to the holders of those securities; • reduce the above-stated percentage of holders of debt securities necessary to modify or amend the indenture; or • modify the foregoing requirements or reduce the percentage of outstanding debt securities necessary to waive compliance with certain provisions any series whose consent is required for any modification of the indenture or for waiver of certain defaults. A record date may be set for any act of the holders with respect to consenting to any amendment. The holders of not less than a majority in principal amount of outstanding debt securities of each series affected thereby will have the right to waive our compliance with certain covenants in such indenture. Each indenture will contain provisions for convening meetings of the holders of debt securities of a series to take permitted action. A prospectus supplement may set forth modifications or additions to these provisions with respect to a particular series of debt securitiesseries.

Appears in 1 contract

Sources: At the Market Issuance Sales Agreement

Modification of the Indenture. Each indenture provides that we We and the trustee may enter into supplemental indentures modify, amend or supplement the indenture or the debt securities of any series without the consent of any holder of any debt security: • to comply with covenants in the indenture described above under the heading “Consolidation, Merger and Sale of Assets”; to provide for uncertificated securities in addition to or in place of certificated securities; • to provide for certificated debt securities in addition to uncertificated debt securities; • to comply with requirements of the SEC in order to effect or maintain the qualification of the indenture under the Trust Indenture Act; • to cure any ambiguity, defect or inconsistency or make any other change to the indenture or the debt securities that does not materially and adversely affect the rights of any holder of our debt securities under the indenture; • to provide for the issuance of and establish the form and terms and conditions of debt securities of any series as permitted by the indenture; or • to effect the appointment of a successor trustee with respect to the debt securities of any series and to add to or change any of the provisions of the indenture to provide for or facilitate administration by more than one trustee. (Section 8.1) We may also modify or supplement the indenture with the written consent of the holders of at least a majority in principal amount of the outstanding debt securities of each series affected by the modifications or supplement. The holders of at least a majority in principal amount of the outstanding debt securities of each such series affected by the modifications or supplement may waive compliance by us in a particular instance with any provision of the indenture or the debt securities of such affected series of debt securities without notice to any holder of our debt securities. We may not make any modification or amendment without the consent of the holders of each affected debt securities tosecurity then outstanding if that amendment will: • secure any debt securities; • evidence reduce the assumption by a successor corporation of our obligations; • add covenants for the protection of the holders of debt securities; • cure any ambiguity or correct any inconsistency in the indenture; • establish the forms or terms amount of debt securities of any series; and • evidence and provide for the acceptance of appointment by a successor trustee. It is anticipated that modifications and amendments of whose holders must consent to an indenture may be made by us and the trustee, with the consent of the holders of not less than a majority in principal amount of each series of the outstanding debt securities issued under the indenture that are affected by the modification or amendment, provided that no such modification supplement or amendment may, without waiver; • reduce the consent rate of each holder of such debt securities affected thereby: • or change the stated maturity date time for payment of the principal of interest (or premium, if anyincluding default interest) or any installment of interest, if any, on any such debt security; • reduce the principal of or premium on or change the fixed maturity of any debt security or reduce the amount of, or postpone the date fixed for, the payment of (any sinking fund or analogous obligation with respect to any series of debt securities; • make the principal of or premium or interest on any debt security payable in currency other than that stated in the debt security; • change the amount or time of any payment required by any debt security, or reduce the premium payable upon any redemption of any debt securities, or change the time before which no such redemption may be made; • waive a default in the payment of the principal of, or interest or premium, if any) or the interest, if anyon, on any such debt security or (except a rescission of acceleration of the debt securities of any series by the holders of at least a majority in aggregate principal amount due upon acceleration of an original issue discount securitythe then outstanding debt securities of that series and a waiver of the payment default that resulted from such acceleration); • change the time or place or currency of waive a redemption payment of principal of (or premium, if any) or interest, if any, on any such debt security; • impair the right to institute suit for the enforcement of any such payment on or with respect to any such debt security; • reduce any amount payable on redemption; • modify , or change any of the subordination provisions or the definition of senior indebtedness applicable to any subordinated debt securities in a manner adverse with respect to the holders redemption of those any debt securities; • reduce the above-stated percentage principal amount of holders discount securities payable upon acceleration of debt securities necessary to modify or amend the indenturematurity; or • modify the foregoing requirements or reduce the percentage of outstanding debt securities necessary make any change to waive compliance with certain provisions of the indenture or for waiver relating to the rights of certain defaults. A record date may be set for any act of the holders to institute suit with respect to consenting to any amendment. The holders of not less than a majority in principal amount of outstanding debt securities of each series affected thereby will have the right to waive our compliance with certain covenants in such indenture. Each indenture will contain provisions for convening meetings of or the holders of debt securities of a series to take permitted action. A prospectus and the modification or supplement may set forth modifications of the indenture or additions to these provisions with respect to a particular the debt securities of any series requiring the consent of holders of our debt securities.. (Section 8.2)

Appears in 1 contract

Sources: Sales Agreement

Modification of the Indenture. Each The indenture provides will likely provide that we and the trustee may enter into supplemental indentures without the consent of the holders of debt securities to: • secure any debt securities; • evidence the assumption by a successor corporation of our obligations; • add covenants for the protection of the holders of debt securities; • cure any ambiguity or correct any inconsistency in the indenture; • establish the forms or terms of debt securities of any series; and • evidence and provide for the acceptance of appointment by a successor trustee. It is anticipated that modifications and amendments of an indenture it may be made by us and the trusteemodified or amended, with the consent of the holders of not less than a majority in principal amount of each series of the outstanding debt securities issued under the indenture that are affected by the modification or amendment, provided that no such modification or amendment may, without the consent of each affected holder of such the debt securities affected therebysecurities: • change the stated maturity date or reduce the amount of the principal of (or premium, if any) or reduce the rate of interest or change the time for payment of any installment of interest, if any, on any such the debt security; • reduce the principal amount of (or premium, if any) or the interest, if any, on any such debt security or the principal amount due upon acceleration of an original issue discount securitysecurities; • change the time or place or currency of payment of principal of (or premium, if any) or interest, if any, on any such the debt securitysecurities; • impair waive a default or event of default in the right to institute suit for payment of principal of (or premium, if any) or interest on the enforcement debt securities (other than as described in the indenture); • waive a redemption payment, if any, or alter or waive any of any such payment on or the provisions in the indenture with respect to any such debt security; • reduce any amount payable on redemption; • modify any of the subordination provisions or the definition of senior indebtedness applicable to any subordinated debt securities in a manner adverse to the holders of those securities; • reduce the above-stated percentage of holders of the debt securities necessary to modify or amend the indenture; or • modify the foregoing requirements or reduce the percentage of the outstanding debt securities necessary to waive compliance with certain provisions of the indenture or for waiver of certain defaults. A record date may be set for any act of the holders with respect to consenting to any amendment. The holders of not less than a majority in principal amount of the outstanding debt securities of each series affected thereby will have the right to waive our compliance with certain covenants in such the indenture. Each indenture will contain provisions for convening meetings of the holders of debt securities of a series to take permitted action. A prospectus supplement Under certain circumstances, we and the trustee may set forth make modifications or additions and amendments to these provisions with respect to a particular series an indenture without the consent of any holders of outstanding debt securities.

Appears in 1 contract

Sources: At Market Issuance Sales Agreement

Modification of the Indenture. Each indenture provides that we We and the trustee may enter into supplemental indentures modify, amend or supplement the indenture or the debt securities of any series without the consent of any holder of any debt security: ● to comply with covenants in the indenture described above under the heading “Consolidation, Merger and Sale of Assets”; ● to provide for uncertificated securities in addition to or in place of certificated securities; ● to provide for certificated debt securities in addition to uncertificated debt securities; ● to comply with requirements of the SEC in order to effect or maintain the qualification of the indenture under the Trust Indenture Act; ● to cure any ambiguity, defect or inconsistency or make any other change to the indenture or the debt securities that does not materially and adversely affect the rights of any holder of our debt securities under the indenture; ● to provide for the issuance of and establish the form and terms and conditions of debt securities of any series as permitted by the indenture; or ● to effect the appointment of a successor trustee with respect to the debt securities of any series and to add to or change any of the provisions of the indenture to provide for or facilitate administration by more than one trustee. (Section 8.1) We may also modify or supplement the indenture with the written consent of the holders of at least a majority in principal amount of the outstanding debt securities of each series affected by the modifications or supplement. The holders of at least a majority in principal amount of the outstanding debt securities of each such series affected by the modifications or supplement may waive compliance by us in a particular instance with any provision of the indenture or the debt securities of such affected series of debt securities without notice to any holder of our debt securities. We may not make any modification or amendment without the consent of the holders of each affected debt security then outstanding if that amendment will: ● reduce the amount of debt securities to: • secure whose holders must consent to an amendment, supplement or waiver; ● reduce the rate of or change the time for payment of interest (including default interest) on any debt security; ● reduce the principal of or premium on or change the fixed maturity of any debt security or reduce the amount of, or postpone the date fixed for, the payment of any sinking fund or analogous obligation with respect to any series of debt securities; ● make the principal of or premium or interest on any debt security payable in currency other than that stated in the debt security; ● change the amount or time of any payment required by any debt security, or reduce the premium payable upon any redemption of any debt securities, or change the time before which no such redemption may be made; ● waive a default in the payment of the principal of, or interest or premium, if any, on, any debt security (except a rescission of acceleration of the debt securities of any series by the holders of at least a majority in aggregate principal amount of the then outstanding debt securities of that series and a waiver of the payment default that resulted from such acceleration); ● waive a redemption payment with respect to any debt security, or change any of the provisions with respect to the redemption of any debt securities; • evidence ● reduce the assumption by a successor corporation principal amount of our obligationsdiscount securities payable upon acceleration of maturity; • add covenants for the protection or ● make any change to certain provisions of the indenture relating to the rights of holders to institute suit with respect to the indenture or the debt securities of debt securities; • cure any ambiguity a series and the modification or correct any inconsistency in supplement of the indenture; • establish indenture or the forms or terms of debt securities of any series; and • evidence and provide for the acceptance of appointment by a successor trustee. It is anticipated that modifications and amendments of an indenture may be made by us and the trustee, with series requiring the consent of the holders of not less than our debt securities. (Section 8.2) The holders of a majority in principal amount of each series of the outstanding debt securities issued of any series may on behalf of the holders of all the debt securities of such series waive any past default under the indenture with respect to that are affected by series and its consequences, except a default in the modification or amendment, provided that no such modification or amendment may, without the consent of each holder of such debt securities affected thereby: • change the stated maturity date payment of the principal of (or premiumof, if any) premium or any installment of interest, if any, interest on any such debt security; • reduce the principal amount of (or premium, if any) or the interest, if any, on any such debt security or the principal amount due upon acceleration of an original issue discount securitythat series (Section 6.4); • change the time or place or currency of payment of principal of (or premiumprovided, if any) or interesthowever, if any, on any such debt security; • impair the right to institute suit for the enforcement of any such payment on or with respect to any such debt security; • reduce any amount payable on redemption; • modify any of the subordination provisions or the definition of senior indebtedness applicable to any subordinated debt securities in a manner adverse to that the holders of those securities; • reduce the above-stated percentage of holders of debt securities necessary to modify or amend the indenture; or • modify the foregoing requirements or reduce the percentage of outstanding debt securities necessary to waive compliance with certain provisions of the indenture or for waiver of certain defaults. A record date may be set for any act of the holders with respect to consenting to any amendment. The holders of not less than a majority in principal amount of the outstanding debt securities of each any series affected thereby will have may rescind an acceleration and its consequences, including any related payment default that resulted from the right to waive our compliance with certain covenants in such indentureacceleration. Each indenture will contain provisions for convening meetings of the holders of debt securities of a series to take permitted action. A prospectus supplement may set forth modifications or additions to these provisions with respect to a particular series of debt securities.(Section 6.2)

Appears in 1 contract

Sources: At the Market Issuance Sales Agreement

Modification of the Indenture. Each Except as provided in the prospectus supplement, each indenture provides that we and the trustee may enter into supplemental indentures without the consent of the holders of debt securities to: • secure any debt securities; • evidence the assumption by a successor corporation of our obligationsobligations and the conversion of any debt securities into the capital stock of that successor corporation, if the terms of those debt securities so provide; • add covenants for the protection of the holders of debt securities; • cure any ambiguity or correct any inconsistency in the indenture; • establish the forms or terms of debt securities of any series; and • evidence and provide for the acceptance of appointment by a successor trustee. It is anticipated Each indenture also provides that modifications and amendments of an indenture may be made by us we and the trusteetrustee may, with the consent of the holders of not less than a majority in aggregate principal amount of each debt securities of all series of the outstanding senior debt securities issued under or of subordinated debt securities then outstanding and affected, voting as one class, add any provisions to, or change in any manner, eliminate or modify in any way the provisions of, the indenture that are affected by or modify in any manner the modification or amendmentrights of the holders of the debt securities. We and the trustee may not, provided that no such modification or amendment mayhowever, without the consent of each the holder of such each outstanding debt securities affected therebysecurity affected: • change extend the stated maturity date of the principal of (or premium, if any) or any installment of interest, if any, on any such debt security; • reduce the principal amount of (or premium, if any) ; • reduce the rate or extend the time of payment of interest; • reduce any amount payable on redemption; • change the currency in which the principal, unless otherwise provided for a series, premium, if any, on or interest is payable; • reduce the amount of the principal of any such debt security or the principal amount due upon acceleration of issued with an original issue discount security; • change the time that is payable upon acceleration or place or currency of payment of principal of (or premium, if any) or interest, if any, on any such debt securityprovable in bankruptcy; • impair the right to institute suit for the enforcement of any such payment on any debt security when due; or with respect to any such debt security; • reduce any amount payable on redemption; • modify any of the subordination provisions or the definition of senior indebtedness applicable to any subordinated debt securities in a manner adverse to the holders of those securities; • reduce the above-stated percentage of holders of debt securities necessary to modify or amend the indenture; or • modify the foregoing requirements or reduce the percentage of outstanding debt securities necessary to waive compliance with certain provisions any series whose consent is required for any modification of the indenture or for waiver of certain defaultsany such series. A record date Each indenture provides that there may be set more than one trustee under the indenture, each for one or more series of debt securities. If there are different trustees for different series of debt securities, each trustee will be a trustee of a trust under the indentures separate and apart from the trust administered by any act other trustee under the indenture. Except as otherwise indicated in this prospectus or any prospectus supplement, any action permitted to be taken by a trustee may be taken by that trustee only on the one or more series of debt securities for which it is the trustee under the indenture. Any trustee under the indentures may resign or be removed from one or more series of debt securities. All payments of principal of, premium, if any, and interest on, and all registration, transfer, exchange, authentication and delivery of, the debt securities of a series may be effected by the trustee for that series at an office or agency designated by the trustee of that series. If the trustee becomes a creditor of our company, each indenture places limitations on the right of the holders with trustee to obtain payment of claims or to realize on property received in respect to consenting of any such claim as security or otherwise. The trustee may engage in other transactions. If it acquires any conflicting interest relating to any amendmentduties concerning the debt securities, however, it must eliminate the conflict or resign as trustee. The holders of not less than a majority in aggregate principal amount of outstanding any series of debt securities of each series affected thereby then outstanding will have the right to waive our compliance direct the time, method and place of conducting any proceeding for exercising any remedy available to the trustee concerning the applicable series of debt securities, so long as the direction: • would not conflict with certain covenants any rule of law or with the applicable indenture; • would not be unduly prejudicial to the rights of another holder of the debt securities; and • would not involve any trustee in such indenturepersonal liability. Each indenture provides that if an event of default occurs, is not cured and is known to any trustee, the trustee must use the same degree of care as a prudent person would use in the conduct of his or her own affairs in the exercise of the trust’s power. The trustee will contain provisions for convening meetings be under no obligation to exercise any of its rights or powers under the indenture at the request of any of the holders of debt securities of a series to take permitted action. A prospectus supplement may set forth modifications or additions to these provisions with respect to a particular series of the debt securities, unless they have offered to the trustee security and indemnity satisfactory to the trustee.

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Sources: Offering Agreement