Redemption at the Option of the Holders. (a) Upon the occurrence of any of the following events (each a "Triggering Event"): (i) failure for 30 days to pay when due interest on the Mortgage Bonds; (ii) failure to pay when due the principal of, or premium, if any, on the Mortgage Bonds; (iii) the events described in Article V, Sections 4(a), 4(b) 4(c), 4(d), 4(e), 4(f), 4(g), 4(h), 4(i) or 4(j) of this Supplemental Indenture (under the headings "Triggering Events--Restricted Payments," "Triggering Events--Incurrence of Indebtedness and Issuance of Preferred Stock," "Triggering Events--Liens," "Triggering Events--Dividend and Other Payment Restrictions Affecting Subsidiaries," "Triggering Events--Merger, Consolidation or Sale of Assets," "Triggering Events--Transactions with Affiliates," "Triggering Events--Designation of Restricted and Unrestricted Subsidiaries," "Triggering Events--Future Subsidiary Guarantees," "Triggering Events--Sale and Leaseback Transactions," or "Triggering Events--Business Activities"); 50 (iv) failure by the Company or any of its Restricted Subsidiaries for 30 days after notice from the Trustee or the Holders of at least 25% in principal amount of the Mortgage Bonds then Outstanding to comply with the provisions described in Article V, Section 4(k) or Section 6(b) of this Supplemental Indenture (under the headings "Triggering Events--Reports," and "Repurchase at the Option of Holders--Asset Sales"); (v) default under any mortgage, indenture or instrument under which there may be issued or by which there may be secured or evidenced any Indebtedness for money borrowed by the Company or any of its Restricted Subsidiaries or a Transitional Funding Trust (or the payment of which is guaranteed by the Company or any of its Restricted Subsidiaries or a Transitional Funding Trust) whether such Indebtedness or guarantee now exists, or is created after the original issue date of the Mortgage Bonds, if that default: (A) is caused by a failure to pay principal of, or interest or premium, if any, on such Indebtedness prior to the expiration of the grace period provided in such Indebtedness on the date of such default (a "Payment Default"); or (B) results in the acceleration of such Indebtedness prior to its express maturity, and, in each case, the principal amount of any such Indebtedness, together with the principal amount of any other such Indebtedness under which there has been a Payment Default or the maturity of which has been so accelerated, aggregates $25 million or more; or (vi) failure by the Company or any of its Subsidiaries to pay final judgments no longer subject to appeal or for which execution of the judgment is not stayed aggregating in excess of $25 million, which judgments are not paid, discharged or stayed for a period of 60 days; the Holders of Mortgage Bonds of at least 25% in principal amount of the Mortgage Bonds then Outstanding may deliver a notice to the Company requiring the Company to redeem the Mortgage Bonds at a Redemption Price equal to 100% of the aggregate principal amount of the Mortgage Bonds plus accrued and unpaid interest, if any, on the Mortgage Bonds to the Redemption Date. Within three days after the delivery of such notice, the Company will commence mandatory redemption of the Mortgage Bonds in accordance with the procedures of DTC with a Redemption Date not more than 30 days after notice to the Holders of the Mortgage Bonds. (b) The Holders of a majority in aggregate principal amount of the Mortgage Bonds then Outstanding by notice to the Company and the Trustee may on behalf of the Holders of all of the Mortgage Bonds waive any existing Triggering Event and its consequences except a continuing Triggering Event related to the payment of interest on, or the principal of, the Mortgage Bonds. (c) In the case of any Triggering Event occurring by reason of any willful action or inaction taken or not taken by or on behalf of the Company with the intention of avoiding payment of the premium that the Company would have had to pay if the Company then had elected to redeem the Mortgage Bonds pursuant to the provisions of Article V, Section 1(a) of this Supplemental Indenture relating to redemption at the option of the Company, an equivalent premium shall also become and be immediately due and payable to the extent permitted by law upon the redemption of the Mortgage Bonds at the option of the Holders thereof. If a Triggering Event occurs prior to December 15, 2006, by reason of any willful action or inaction taken or not taken by or on behalf of the Company with the intention of avoiding the prohibition on redemption of the Mortgage Bonds prior to December 15, 2006, then the premium of 11.50% shall also become immediately due and payable to the extent permitted by law upon the redemption of the Mortgage Bonds at the option of the Holders thereof (d) Upon becoming aware of any Triggering Event, the Company shall deliver to the Trustee a statement specifying such Triggering Event.
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Redemption at the Option of the Holders. (a) Upon the occurrence of any of the following events (each a "Triggering Event"):
(i) failure for 30 days to pay when due interest on the Mortgage Bonds;
(ii) failure to pay when due the principal ofOn June 15, 2007, or premiumif such date is not a Business Day, if any, on then the Mortgage Bonds;
next succeeding Business Day (iii) the events described in Article V, Sections 4(a“Redemption Date”), 4(beach Holder of Debentures will have the right (the “Redemption Right”) 4(c), 4(d), 4(e), 4(f), 4(g), 4(h), 4(i) or 4(j) of this Supplemental Indenture (under the headings "Triggering Events--Restricted Payments," "Triggering Events--Incurrence of Indebtedness and Issuance of Preferred Stock," "Triggering Events--Liens," "Triggering Events--Dividend and Other Payment Restrictions Affecting Subsidiaries," "Triggering Events--Merger, Consolidation or Sale of Assets," "Triggering Events--Transactions with Affiliates," "Triggering Events--Designation of Restricted and Unrestricted Subsidiaries," "Triggering Events--Future Subsidiary Guarantees," "Triggering Events--Sale and Leaseback Transactions," or "Triggering Events--Business Activities"); 50
(iv) failure by the Company or any of its Restricted Subsidiaries for 30 days after notice from the Trustee or the Holders of at least 25% in principal amount of the Mortgage Bonds then Outstanding to comply with the provisions described in Article V, Section 4(k) or Section 6(b) of this Supplemental Indenture (under the headings "Triggering Events--Reports," and "Repurchase at the Option of Holders--Asset Sales");
(v) default under any mortgage, indenture or instrument under which there may be issued or by which there may be secured or evidenced any Indebtedness for money borrowed by the Company or any of its Restricted Subsidiaries or a Transitional Funding Trust (or the payment of which is guaranteed by the Company or any of its Restricted Subsidiaries or a Transitional Funding Trust) whether such Indebtedness or guarantee now exists, or is created after the original issue date of the Mortgage Bonds, if that default:
(A) is caused by a failure to pay principal of, or interest or premium, if any, on such Indebtedness prior to the expiration of the grace period provided in such Indebtedness on the date of such default (a "Payment Default"); or
(B) results in the acceleration of such Indebtedness prior to its express maturity, and, in each case, the principal amount of any such Indebtedness, together with the principal amount of any other such Indebtedness under which there has been a Payment Default or the maturity of which has been so accelerated, aggregates $25 million or more; or
(vi) failure by the Company or any of its Subsidiaries to pay final judgments no longer subject to appeal or for which execution of the judgment is not stayed aggregating in excess of $25 million, which judgments are not paid, discharged or stayed for a period of 60 days; the Holders of Mortgage Bonds of at least 25% in principal amount of the Mortgage Bonds then Outstanding may deliver a notice to the Company requiring require the Company to redeem the Mortgage Bonds all or any part (equal to $1,000 in principal amount or an integral multiple thereof) of such Holder’s Debentures, in accordance with this Section 3.02, at a Redemption Price redemption price equal to 100% of the aggregate principal amount of thereof (the Mortgage Bonds “Redemption Price”) plus accrued and unpaid interest, if any, on the Mortgage Bonds to the Redemption Date. Within three days after the delivery of such notice, the Company will commence mandatory redemption of the Mortgage Bonds in accordance with the procedures of DTC with a Redemption Date not more than 30 days after notice to the Holders of the Mortgage Bonds.
(b) The Holders On or prior to March 30, 2007, the Company shall send, by first class mail, postage prepaid, a notice of the Redemption Right to each Holder of Debentures at its address appearing in the Security Register, with a copy to the Trustee, which notice shall contain all instructions and materials necessary to enable such Holder to submit its Debentures for redemption pursuant to the Redemption Right. Such notice shall state:
(1) that such Holder has the Redemption Right pursuant to this Section 3.02;
(2) the Redemption Date;
(3) the Redemption Price (including the amount of any accrued and unpaid interest);
(4) that any Debenture not submitted for redemption will continue to accrue interest;
(5) that on the Redemption Date the Redemption Price shall become due and payable upon each Debenture submitted for redemption pursuant to the Redemption Right and that, unless the Company defaults in paying the Redemption Price therefor, any Debenture submitted for redemption pursuant to the Redemption Right shall cease to accrue interest after the Redemption Date;
(6) that any Holder electing to have a Debenture redeemed pursuant to the Redemption Right will be required to surrender the Debenture, or transfer the Debenture by book-entry, with the form entitled “Option of Holder to Elect Redemption on June 15, 2007” on the reverse side of the Debenture completed, to the Trustee during the period from April 15, 2007 and prior to 5:00 p.m. (New York City time) on May 15, 2007 (or if such date is not a Business Day, then the next succeeding Business Day) at the address specified in such notice;
(7) that any election on the part of a majority Holder to exercise the Redemption Right in aggregate accordance with this Section 3.02 shall be irrevocable on the part of the Holder and may not be withdrawn; and
(8) that Holders whose Debentures are being redeemed only in part will be issued a new Debenture or Debentures equal in principal amount to the unredeemed portion of the Mortgage Bonds then Outstanding by notice Debentures surrendered (which unredeemed portion must be equal to the Company and the Trustee may on behalf of the Holders of all of the Mortgage Bonds waive any existing Triggering Event and its consequences except a continuing Triggering Event related to the payment of interest on, $1,000 in principal amount or the principal of, the Mortgage Bondsan integral multiple thereof).
(c) In On or prior to the case of any Triggering Event occurring by reason of any willful action or inaction taken or not taken by or on behalf of Redemption Date, the Company shall deposit with the intention of avoiding payment of Trustee or with the premium that the Company would have had to pay Paying Agent (or, if the Company then had elected to redeem the Mortgage Bonds pursuant to the provisions of Article Vis acting as its own Paying Agent, segregate and hold in trust as provided in Section 1(a) of this Supplemental Indenture relating to redemption at the option 2.05 of the CompanyIndenture) an amount of money sufficient to pay the Redemption Price of, and (except if the Redemption Date shall be an equivalent premium shall also become Interest Payment Date) any accrued and unpaid interest on, all Debentures or portions thereof which are to be immediately due and payable to the extent permitted by law upon the redemption of the Mortgage Bonds at the option of the Holders thereof. If a Triggering Event occurs prior to December 15, 2006, by reason of any willful action or inaction taken or not taken by or redeemed on behalf of the Company with the intention of avoiding the prohibition on redemption of the Mortgage Bonds prior to December 15, 2006, then the premium of 11.50% shall also become immediately due and payable to the extent permitted by law upon the redemption of the Mortgage Bonds at the option of the Holders thereofthat date.
(d) The Debentures to be redeemed shall, on the Redemption Date, become due and payable at the Redemption Price thereof and from and after such date (unless the Company shall default in the payment of the Redemption Price) such Debentures shall cease to bear interest. Upon becoming aware submission of any Triggering EventDebenture for redemption in accordance with this Section 3.02, such Debenture shall be paid by the Company at the Redemption Price, plus accrued and unpaid interest, if any, to the Redemption Date; provided, however, that installments of interest whose Stated Maturity is on or prior to the Redemption Date shall be payable to the Holders of such Debentures registered as such on the relevant Regular or Special Record Date according to the terms and provisions of such Debentures and Section 2.13 of the Indenture.
(e) If any Debenture is to be redeemed in part, the Company shall execute and the Trustee shall authenticate and deliver to the Trustee Holder of such Debenture, without service charge, a statement specifying new Debenture or Debentures equal in principal amount to the unredeemed portion of the Debenture surrendered (which unredeemed portion must be equal to $1,000 in principal amount or an integral multiple thereof).
(f) The Company shall comply with the requirements of Rule 14e-1 under the Securities Exchange Act of 1934, as amended, and any other securities laws and regulations thereunder to the extent such Triggering Eventlaws and regulations are applicable in connection with the redemption of Debentures pursuant to the Redemption Right. To the extent the provisions of any such rule conflict with the provisions of the Indenture relating to the Redemption Right, the Company shall comply with the provisions of such rule and be deemed not to have breached its obligations relating to the Redemption Right by virtue thereof.
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Sources: First Supplemental Indenture (Colorado Interstate Gas Co)