Replacement Securities. If the Holder of a Security claims that the Security has been mutilated, destroyed, lost or stolen, the Corporation may issue and the Trustee shall authenticate a replacement Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation and the Trustee to protect the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Security. In case any such mutilated, destroyed, lost or stolen Security has become due and payable, the Corporation in its discretion may, instead of issuing a new Security, pay such Security (without surrender thereof, except in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this Section, the Corporation may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security). Every new Security of any series issued pursuant to this Section in lieu of any destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional obligation of the Corporation, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same series. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 4 contracts
Sources: Indenture (Lockheed Martin Corp), Indenture (Lockheed Martin Corp), Indenture (Lockheed Martin Corp)
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Company, a Registrar or the Trustee, or (b) the Company, the Registrar and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and, in either case, there is delivered to the Company, the Registrar and the Trustee such security or indemnity as shall be reasonably required by them to save each of them harmless, then, in the absence of notice to the Company, such Registrar or the Trustee that the such Security has been mutilatedacquired by a bona fide or protected purchaser, the Company shall issue, and the Trustee shall, upon receipt of a Company Order (which the Company agrees to deliver promptly), authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the Corporationprincipal amount, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or purchased by the Corporation Company pursuant to Article 3, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporationmay be, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofaccordance herewith. Upon the issuance of any new Security Securities under this SectionSection 2.07, the Corporation Company may require the payment of a sum sufficient to cover any tax tax, assessment or other governmental charge that may be imposed in relation thereto and any other reasonable expenses in connection therewith (including all the reasonable fees and expenses of the Trustee, Trustee or the Paying Agent, the Registrar and any co-registrar for such Security)Registrar) in connection therewith. Every new Security of any series issued pursuant to this Section 2.07 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued and outstanding hereunder. The provisions of this Section 2.07 are (to the extent lawful) exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 4 contracts
Sources: Indenture (Adc Telecommunications Inc), Indenture (Adc Telecommunications Inc), Indenture (Adc Telecommunications Inc)
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Company shall execute and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the CorporationOriginal Principal Amount, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Company pursuant to Articles 12 or 13 hereof, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this Section, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 4 contracts
Sources: Indenture (Wells Fargo & Co/Mn), Indenture (Lockheed Martin Corp), Indenture (American Express Co)
Replacement Securities. (a) If (1) any mutilated Security is surrendered to the Holder Trustee, or (2) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee, such security or indemnity satisfactory to them, in each case, as may be required by them to save each of them harmless from any loss, expense, claim or liability, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilatedacquired by a protected purchaser, the Company shall execute and upon receipt of a Company Order the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code like tenor and principal amount, bearing a number not contemporaneously outstanding.
(or any successor provisionb) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation and the Trustee to protect the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Security. In case If any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Company pursuant to Article 3, or converted pursuant to Article 4, the Company in its discretion may, instead of issuing a new Security, pay pay, purchase or convert such Security (without surrender thereofSecurity, except in as the case of a mutilated Securitymay be.
(c) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security Securities under this SectionSection 2.08, the Corporation Company, the Trustee, or any Registrar, as applicable, may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security). their respective counsel) in connection therewith.
(d) Every new Security of any series issued pursuant to this Section 2.08 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same series. duly issued hereunder.
(e) The provisions of this Section 2.08 are (to the extent lawful) exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 4 contracts
Sources: Indenture (Emergent Capital, Inc.), Indenture (Emergent Capital, Inc.), Indenture (Emergent Capital, Inc.)
Replacement Securities. If any mutilated Security is surrendered to the Holder Trustee or the Company and the Trustee receives evidence to its satisfaction of a Security claims that the Security has been mutilateddestruction, destroyed, lost loss or stolentheft of any Security, the Corporation may Company will issue and the Trustee shall Trustee, upon receipt of an Authentication Order, will authenticate a replacement Security of the same series with identical terms as the Securities exchanged Series, bearing a number not contemporaneously outstanding, if the Trustee’s requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish If required by the Trustee or the Company, an indemnity bond must be supplied by the Holder thereof that is sufficient in the judgment of the Corporation Trustee and the Trustee Company to protect the CorporationCompany, the Trustee, the Paying Agent, the Registrar any Agent and any co-registrar authenticating agent from any loss that any of them may suffer if a Security is replaced. The Corporation and the Trustee Company may charge for their its expenses in replacing a Security. In case any such mutilated, destroyed, lost or stolen Security has become due and payable, the Corporation in its discretion may, instead of issuing a new Security, pay such Security (without surrender thereof, except in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this Sectionreplacement Security, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and ) connected therewith. In case any co-registrar Security which has matured or is about to mature or has been called for such Security). Every new Security of any series issued pursuant to this Section redemption in lieu of any full shall become mutilated or defaced or be destroyed, lost or stolen Security or in exchange for any mutilated stolen, the Company may, instead of issuing a replacement Security, pay or authorize the payment of the same (without surrender thereof except in the case of a mutilated or defaced Security), if the applicant for such payment shall constitute furnish to the Company and to the Trustee and any agent of the Company or the Trustee such security or indemnity as any of them may require to save each of them harmless, and, in every case of destruction, loss or theft, the applicant shall also furnish to the Company and the Trustee and any agent of the Company or the Trustee evidence to their satisfaction of the destruction, loss or theft of such Security and of the ownership thereof. Every replacement Security is an original additional obligation of the Corporation, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, Company and shall will be entitled to all of the benefits of this Indenture equally and proportionately with any and all other Securities of the same series. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen SecuritiesSeries duly issued hereunder.
Appears in 4 contracts
Sources: Indenture (Americredit Financial Services Inc), Indenture (Americredit Financial Services Inc), Indenture (Americredit Financial Services Inc)
Replacement Securities. If the Holder of a Security claims that the Security has been mutilated, destroyed, lost or stolen, the Corporation may issue and the Trustee shall authenticate a replacement Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation and the Trustee to protect the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that which any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Security. In case any such mutilated, destroyed, lost or stolen Security has become due and payable, the Corporation in its discretion may, instead of issuing a new Security, pay such Security (without surrender thereof, thereof except in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this SectionSection 2.09, the Corporation may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section 2.09 in lieu of any destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional obligation of the Corporation, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesSecurities. The provisions of this Section 2.09 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 4 contracts
Sources: Indenture (Lockheed Martin Corp), Indenture (Lockheed Martin Corp), Indenture (Lockheed Martin Corp)
Replacement Securities. (a) If (1) any mutilated Security is surrendered to the Holder Trustee, or (2) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee, such security or indemnity, in each case, as may be required by them to save each of them harmless from any loss, expense, claim or liability, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilatedacquired by a protected purchaser, the Company shall execute and upon a Company Request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code like tenor and principal amount, bearing a number not contemporaneously outstanding and each Guarantor shall execute a replacement Guarantee.
(or any successor provisionb) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation and the Trustee to protect the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Security. In case If any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Company pursuant to Article 3, or converted pursuant to Article 4, the Company in its discretion may, instead of issuing a new Security, pay pay, purchase or convert such Security (without surrender thereofSecurity, except in as the case of a mutilated Securitymay be.
(c) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security Securities under this SectionSection 2.08, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of counsel and the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security). ) in connection therewith.
(d) Every new Security of any series and Guarantee issued pursuant to this Section 2.08 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany and each Guarantor, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same series. duly issued hereunder.
(e) The provisions of this Section 2.08 are (to the extent lawful) exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 4 contracts
Sources: Indenture (Service Corporation International), Indenture (Service Corporation International), Indenture (Stewart Enterprises Inc)
Replacement Securities. If (a) any mutilated security is surrendered to the Holder Company, a Registrar or the Trustee, or (b) the Company, the Registrar and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and, in either case, there is delivered to the Company, the Registrar and the Trustee such security or indemnity as shall be reasonably required by them to save each of them harmless, then, in the absence of notice to the Company, such Registrar or the Trustee that the such Security has been mutilatedacquired by a bona fide or protected purchaser, the Company shall issue, and the Trustee shall, upon receipt of a Company Order (which the Company agrees to deliver promptly), authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the Corporationprincipal amount, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be redeemed pursuant to Article 3 or purchased by the Corporation Company pursuant to Article 5, the Company in its discretion may, instead of issuing a new Security, pay pay, redeem or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporationmay be, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofaccordance herewith. Upon the issuance of any new Security Securities under this SectionSection 2.7, the Corporation Company may require the payment of a sum sufficient to cover any tax tax, assessment or other governmental charge that may be imposed in relation thereto and any other reasonable expenses in connection therewith (including all the reasonable fees and expenses of the Trustee, Trustee or the Paying Agent, the Registrar and any co-registrar for such Security)Registrar) in connection therewith. Every new Security of any series issued pursuant to this Section 2.7 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued and outstanding hereunder. The provisions of this Section 2.7 are (to the extent lawful) exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 4 contracts
Sources: Purchase Agreement (C&d Technologies Inc), Indenture (Cheniere Energy Inc), Indenture (C&d Technologies Inc)
Replacement Securities. If a mutilated Security is surrendered to the Holder Trustee, together with, in proper cases, such security or indemnity as may be required by the Company or the Trustee to save each of a Security claims that the Security has been mutilated, destroyed, lost or stolenthem harmless, the Corporation may issue Company shall execute and the Trustee shall authenticate and deliver a replacement Registered Security, if such surrendered Security was a Registered Security of the same series with identical terms as and date of maturity. If there shall be delivered to the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation Company and the Trustee (i) evidence to protect their satisfaction of the Corporationdestruction, loss or theft of any Security and (ii) such security or indemnity as may be required by them to save each of them and any agent of either of them harmless, then, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if a Security is replaced. The Corporation Company shall execute and the Trustee may charge for their expenses shall authenticate and deliver in replacing lieu of any such destroyed, lost or stolen Security a replacement Registered Security, if such Holder’s claim appertains to a Registered Security, of the same series and principal amount, containing identical terms and provisions and bearing a number not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, the Corporation Company in its discretion may, instead of issuing a new Security, pay such Security (without surrender thereof, except in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this Section, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar its agents and any co-registrar for such Security)counsel) connected therewith. Every new Security of any series issued pursuant to this Section in lieu of any destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesthat series duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 4 contracts
Sources: Indenture (Akoustis Technologies, Inc.), Indenture (Akoustis, Inc.), Indenture (Akoustis Technologies, Inc.)
Replacement Securities. If any mutilated Security is surrendered to the Holder of a Security claims that the Security has been mutilated, destroyed, lost or stolenTrustee, the Corporation may issue Company shall execute and the Trustee shall authenticate and deliver in exchange therefor a replacement new Security of like tenor and principal amount and bearing a number not contemporaneously outstanding. If there shall be delivered to the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation Company and the Trustee (i) evidence to protect the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Security. In case any such mutilated, destroyed, lost or stolen Security has become due and payable, the Corporation in its discretion may, instead of issuing a new Security, pay such Security (without surrender thereof, except in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, satisfaction of the destruction, loss or theft of any Security and (ii) such security or indemnity as may be reasonably required by them to save each of them and any agent of either of them harmless, then, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall execute and upon its request the ownership thereofTrustee shall authenticate and deliver, in lieu of any such destroyed, lost or stolen Security, a new Security of like tenor and principal amount, having endorsed thereon and bearing a number not contemporaneously outstanding. Upon the issuance of any new Security under this Section, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section in lieu of any destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the Corporation, Company whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 3 contracts
Sources: Indenture (Navistar International Corp /De/New), Indenture (Navistar International Corp /De/New), Indenture (Aes Corporation)
Replacement Securities. If the Holder of a Security claims that the Security has been mutilated, destroyed, lost or stolen, the Corporation may issue and the Trustee shall authenticate a replacement Security of the same series Series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are metexchanged. Such Holder holder shall furnish an indemnity bond sufficient in the judgment of the Corporation and the Trustee to protect the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that which any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Security. In case any such mutilated, destroyed, lost or stolen Security has become due and payable, the Corporation in its discretion may, instead of issuing a new Security, pay such Security (without surrender thereof, thereof except in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Calculation Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Calculation Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this SectionSection 2.8, the Corporation may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all fees and expenses of the Trustee, the Paying Agent, the Calculation Agent the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series Series issued pursuant to this Section 2.8 in lieu of any destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional obligation of the Corporation, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesSeries. The provisions of this Section 2.8 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securitiesstolen.
Appears in 3 contracts
Sources: Indenture (Martin Marietta Materials Inc), Indenture (Martin Marietta Materials Inc), Indenture Agreement (Martin Marietta Materials Inc)
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Company, the Registrar or the Trustee, or (b) the Company, the Registrar and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company, the Registrar and the Trustee such security or indemnity as may be requested by them to save each of them harmless, then, in the absence of any notice to the Company, the Registrar or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Company shall execute and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the Corporationprincipal amount, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitycertificate number not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be redeemed by the Corporation Company pursuant to ARTICLE III or repurchased by the Company pursuant to ARTICLE IV or ARTICLE V, the Company in its discretion may, instead of issuing a new Security, pay pay, redeem or repurchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this SectionSection 2.7, the Corporation Company may require the payment of a sum sufficient to cover any tax tax, assessment or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, Trustee or the Paying Agent, the Registrar and any co-registrar for such Security)Registrar) connected therewith. Every new Security of any series issued pursuant to this Section 2.7 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section 2.7 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 3 contracts
Sources: Indenture (DRS Technologies Inc), Indenture (CTS Corp), Indenture (Comtech Telecommunications Corp /De/)
Replacement Securities. If the Holder of a Security claims that the Security has been mutilated, destroyed, lost or stolen, the Corporation may issue and the Trustee shall authenticate a replacement Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation and the Trustee to protect the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that which any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Security. In case any such mutilated, destroyed, lost or stolen Security has become due and payable, the Corporation in its discretion may, instead of issuing a new Security, pay such Security (without surrender thereof, thereof except in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this SectionSection 2.08, the Corporation may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section 2.08 in lieu of any destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional obligation of the Corporation, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same series. The provisions of this Section 2.08 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 3 contracts
Sources: Indenture (Lockheed Martin Corp), Indenture (Lockheed Martin Corp), Indenture (Lockheed Martin Corp)
Replacement Securities. If a mutilated Security is ---------------------- surrendered to the Holder Trustee, together with, in proper cases, such security or indemnity as may be required by the Company or the Trustee to save each of a Security claims that the Security has been mutilated, destroyed, lost or stolenthem and any agent of either of them harmless, the Corporation may issue Company shall execute and the Trustee shall authenticate and deliver a replacement Security of the same series with identical terms as the Securities exchanged and principal amount and date of maturity, if the Trustee's requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder If there shall furnish an indemnity bond sufficient in be delivered to the judgment of the Corporation Company and the Trustee (i) evidence to protect their satisfaction of the Corporationdestruction, loss or theft of any Security and (ii) such security or indemnity as may be required by them to save each of them and any agent of either of them harmless, then, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if a Security is replaced. The Corporation Company shall execute and the Trustee may charge for their expenses shall authenticate and deliver in replacing lieu of any such destroyed, lost or stolen Security a replacement Security of the same series and principal amount, containing identical terms and provisions as the destroyed, lost or stolen Security. In case any such mutilated, destroyed, destroyed lost or stolen Security has become or is about to become due and payable, the Corporation Company in its discretion may, instead of issuing a new Security, pay such Security (without surrender thereof, except in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this Section, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, Trustee or the Paying Agent, the Registrar and any co-registrar for such Security)Registrar) connected therewith. Every new Security of any series issued pursuant to this Section in lieu of any destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesthat series duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 3 contracts
Sources: Indenture (St Paul Bancorp Inc), Indenture (Farmland Industries Inc), Indenture (St Paul Bancorp Inc)
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Company shall execute and, upon its written request, the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the CorporationPrincipal Amount, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased or redeemed by the Corporation Company pursuant to Article 3 hereof, the Company in its discretion may, instead of issuing a new Security, pay pay, purchase or redeem such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this SectionSection 2.07, the Corporation may Company may, as a condition to such issuance, require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section 2.07 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the mutilated destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 3 contracts
Sources: Indenture (Aspect Telecommunications Corp), Indenture (Aspect Telecommunications Corp), Indenture (Aspect Telecommunications Corp)
Replacement Securities. (a) If any mutilated Security is surrendered to the Holder Issuer, a Registrar or the Trustee, or the Issuer, the Guarantors, a Registrar and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Issuer, the Guarantors, the applicable Registrar and the Trustee such security or indemnity as will be required by them to save each of them harmless, then, in the absence of notice to the Issuer, the Guarantors, such Registrar or the Trustee that the such Security has been mutilatedacquired by a protected purchaser, at the expense of the Holder, the Issuer shall execute, and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code like tenor and principal amount having a Guarantee endorsed thereon, and bearing a number not contemporaneously outstanding.
(or any successor provisionb) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation and the Trustee to protect the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Security. In case If any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Issuer pursuant to Article 3, or exchanged pursuant to Article 4, the Issuer in its discretion may, instead of issuing a new Security, pay pay, purchase or exchange such Security (without surrender thereofSecurity, except in as the case of a mutilated Securitymay be.
(c) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security Securities under this SectionSection 2.09, the Corporation Issuer may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto as a result of any Securities, at the request of any Holder, being issued to a Person other than such Holder and any other reasonable expenses in connection therewith (including all the reasonable fees and expenses of the Trustee, Trustee or the Paying Agent, the Registrar and any co-registrar for such Security). Registrar) in connection therewith.
(d) Every new Security of any series issued pursuant to this Section 2.09 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the Corporation, Issuer and each Guarantor whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same series. duly issued hereunder.
(e) The provisions of this Section 2.09 are (to the extent lawful) exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 3 contracts
Sources: Indenture (Northstar Realty Finance Corp.), Indenture (Northstar Realty Finance Corp.), Indenture (Northstar Realty)
Replacement Securities. If any mutilated Security is surrendered to the Holder Obligors, a Registrar or the Trustee, or the Obligors, a Registrar and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Obligors, the applicable Registrar and the Trustee such security or indemnity as will be required by them to save each of them harmless, then, in the absence of notice to the Obligors, such Registrar or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Obligors shall execute, and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the Corporationprincipal amount, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Obligors pursuant to Article 3, the Obligors in its their discretion may, instead of issuing a new Security, pay or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this SectionSection 2.7, the Corporation Obligors may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses in connection therewith (including all the reasonable fees and expenses of the Trustee, Trustee or the Paying Agent, the Registrar and any co-registrar for such Security)Registrar) in connection therewith. Every new Security of any series issued pursuant to this Section 2.7 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationObligors, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section 2.7 are (to the extent lawful) exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 3 contracts
Sources: Indenture (Valeant Pharmaceuticals International, Inc.), Indenture (Valeant Pharmaceuticals International), Indenture (Ribapharm Inc)
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Company shall execute and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, a new Security (having the Corporation may issue Guarantee endorsed thereon by the Guarantor) of like tenor and the Trustee shall authenticate Principal Amount at Maturity, bearing a replacement Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation and the Trustee to protect the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Company pursuant to Article 3 hereof, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this Section, the Corporation Company or the Guarantor may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany and the Guarantor, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 3 contracts
Sources: Indenture (Countrywide Home Loans Inc), Indenture (Countrywide Home Loans Inc), Indenture (Countrywide Financial Corp)
Replacement Securities. (a) If (i) any mutilated Security is surrendered to the Holder Issuer, a Registrar, or the Trustee, or (ii) the Issuer, a Registrar and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or left of any Security, and, unless otherwise agreed by the Issuer and the Trustee, there is delivered to the Issuer and the Trustee such security or indemnity as may be required by them to hold each of them harmless; then, in the absence of notice to the Issuer or the Trustee that the such Security has been mutilated, destroyed, lost or stolenacquired by a Protected Purchaser, the Corporation may issue Issuer shall execute and the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code like tenor and principal amount, bearing a number not contemporaneously outstanding.
(or any successor provisionb) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation and the Trustee to protect the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Security. In case any such mutilated, destroyed, lost or stolen Security has become due and payable, or has been called for redemption by the Corporation Issuer pursuant to Article III of this Indenture, the Issuer in its discretion may, instead of issuing a new Security, pay or redeem such Security (without surrender thereofSecurity, except in as the case of a mutilated Securitymay be.
(c) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this SectionSection 2.07, the Corporation Issuer may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith expense (including all the fees and expenses of the Trustee, Trustee or the Paying Agent, the Registrar and any co-registrar for such Security). Registrar) in connection therewith.
(d) Every new replacement Security of any series issued pursuant to this Section in lieu of any destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute is an original additional obligation of the Corporation, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same series. Issuer.
(e) The provisions of this Section 2.07 are exclusive and shall preclude (and, to the extent lawful) , shall preclude all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 3 contracts
Sources: Indenture (Suzano Austria GmbH), Indenture (Suzano Austria GmbH), Indenture
Replacement Securities. (a) If any mutilated Security is surrendered to the Holder Company, a Registrar or the Trustee, or the Company, a Registrar and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company, the applicable Registrar and the Trustee such security or indemnity as will be required by them to save each of them harmless, then, in the absence of notice to the Company, such Registrar or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Company shall execute, and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code like tenor and principal amount, bearing a number not contemporaneously outstanding.
(or any successor provisionb) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation and the Trustee to protect the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Security. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased, redeemed or by the Corporation Company pursuant to Article 3, the Company in its discretion may, instead of issuing a new Security, pay pay, redeem, or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Securitymay be.
(c) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security Securities under this SectionSection 2.7, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses in connection therewith (including all the reasonable fees and expenses of the Trustee, Trustee or the Paying Agent, the Registrar and any co-registrar for such Security). Registrar) in connection therewith.
(d) Every new Security of any series issued pursuant to this Section 2.7 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same series. duly issued hereunder.
(e) The provisions of this Section 2.7 are (to the extent lawful) exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 3 contracts
Sources: Purchase Agreement (Lexar Media Inc), Indenture (Bell Microproducts Inc), Indenture (Bell Microproducts Inc)
Replacement Securities. (a) If (1) any mutilated Security is surrendered to the Holder Trustee, or (2) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company, any Guarantor and the Trustee, such security or indemnity, in each case, as may be required by them to save each of them harmless, then, in the absence of notice to the Company, any Guarantor or the Trustee that the such Security has been mutilatedacquired by a protected purchaser, the Company shall execute and upon a Company Request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code like tenor and principal amount, bearing a number not contemporaneously outstanding and each Guarantor shall execute a replacement Guarantee.
(or any successor provisionb) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation and the Trustee to protect the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Security. In case If any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Company pursuant to Article 3, or converted pursuant to Article 4, the Company in its discretion may, instead of issuing a new Security, pay pay, purchase or convert such Security (without surrender thereofSecurity, except in as the case of a mutilated Securitymay be.
(c) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security Securities under this SectionSection 2.08, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of counsel and the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security). ) in connection therewith.
(d) Every new Security of any series and Guarantee issued pursuant to this Section 2.08 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany and any Guarantor, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same series. duly issued hereunder.
(e) The provisions of this Section 2.08 are (to the extent lawful) exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 3 contracts
Sources: Indenture (Diversified Contractors Inc), Indenture (General Cable Corp /De/), Indenture (General Cable Corp /De/)
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilatedacquired by a protected purchaser, the Company shall execute and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the CorporationPrincipal Amount at Maturity, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Company pursuant to Article 3 hereof, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this Section, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 3 contracts
Sources: Indenture (Omnicom Group Inc), Indenture (Omnicom Capital Inc), Indenture (Omnicom Group Inc)
Replacement Securities. If (a) any mutilated security is surrendered to the Holder Company, a Registrar or the Trustee, or (b) the Company, the Registrar and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and, in either case, there is delivered to the Company, the Registrar and the Trustee such security or indemnity as shall be reasonably required by them to save each of them harmless, then, in the absence of notice to the Company, such Registrar or the Trustee that the such Security has been mutilatedacquired by a bona fide or protected purchaser, the Company shall issue, and the Trustee shall, upon receipt of a Company Order (which the Company agrees to deliver promptly), authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the Corporationprincipal amount, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or purchased by the Corporation Company pursuant to Article 3, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporationmay be, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofaccordance herewith. Upon the issuance of any new Security Securities under this SectionSection 2.07, the Corporation Company may require the payment of a sum sufficient to cover any tax tax, assessment or other governmental charge that may be imposed in relation thereto and any other reasonable expenses in connection therewith (including all the reasonable fees and expenses of the Trustee, Trustee or the Paying Agent, the Registrar and any co-registrar for such Security)Registrar) in connection therewith. Every new Security of any series issued pursuant to this Section 2.07 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued and outstanding hereunder. The provisions of this Section 2.07 are (to the extent lawful) exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 3 contracts
Sources: Indenture (Blackboard Inc), Indenture (Blackboard Inc), Indenture (Komag Inc /De/)
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Company shall execute and, upon its written request, the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the CorporationPrincipal Amount, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased or redeemed by the Corporation Company pursuant to Article 3 hereof, the Company in its discretion may, instead of issuing a new Security, pay pay, purchase or redeem such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this SectionSection 2.07, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section 2.07 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 3 contracts
Sources: Indenture (Network Associates Inc), Indenture (Network Associates Inc), Indenture (Atmel Corp)
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilatedacquired by a BONA FIDE purchaser, the Company shall execute and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements and of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the CorporationPrincipal Amount, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, the Corporation Company in its discretion may, instead of issuing a new Security, pay such Security (without surrender thereof, except in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security Securities under this Section, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and any such new Security shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesthat issue duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 3 contracts
Sources: Indenture (Apartment Investment & Management Co), Indenture (Apartment Investment & Management Co), Indenture (Apartment Investment & Management Co)
Replacement Securities. If a mutilated Security is surrendered to the Registrar or if the Holder of a Security claims that the Security has been mutilatedlost, destroyed, lost destroyed or stolenwrongfully taken, the Corporation may Company shall issue and the Trustee shall authenticate a replacement Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or and any successor provision) other applicable provisions of law are met, and if the Holder (i) satisfies the Company and the Trustee within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and the Registrar does not register a transfer prior to receiving such notification, (ii) makes such request to the Company or the Trustee prior to the Security being acquired by a bona fide purchaser and (iii) satisfies any other reasonable requirements of the Company and the Trustee. Such Any such request shall either be accompanied by evidence satisfactory to the Company and the Trustee that any such issuance of a replacement Security will not involve a transfer or exchange of any Security, or shall comply with the requirements of Section 2.06. If required by the Trustee or the Company, such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation Company and the Trustee to protect the CorporationCompany, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Security. In case any such mutilated, destroyed, lost or stolen Security has become due and payable, the Corporation in its discretion may, instead of issuing a new Security, pay such Security (without surrender thereof, except in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this SectionSection 2.07, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Registrar and the Trustee) connected therewith. In the event any such mutilated, lost, destroyed or wrongfully taken Security has become or is about to become due and payable, the Paying Agent, the Registrar and any co-registrar for Company in its discretion may pay such Security)Security instead of issuing a new Security in replacement thereof. Every new replacement Security of any series issued pursuant to this Section in lieu of any destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute is an original additional obligation of the Corporation, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesCompany. The provisions of this Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyedlost, lost destroyed or stolen wrongfully taken Securities.
Appears in 3 contracts
Sources: Indenture (Ric Holding Inc), Indenture (Riverwood Holding Inc), Indenture (Riverwood Holding Inc)
Replacement Securities. If any mutilated Security is surrendered to the Holder Company, a Registrar or the Trustee, or the Company, a Registrar and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company, the applicable Registrar and the Trustee such security or indemnity as will be required by them to save each of them harmless, then, in the absence of notice to the Company, such Registrar or the Trustee that the such Security has been mutilated, destroyed, lost or stolenacquired by a bona fide purchaser, the Corporation may issue Company shall execute and the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the Corporationprincipal amount, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be redeemed or purchased by the Corporation Company pursuant to Article 3, the Company in its discretion may, instead of issuing a new Security, pay pay, redeem or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this SectionSection 2.7, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses in connection therewith (including all the reasonable fees and expenses of the Trustee, Trustee or the Paying Agent, the Registrar and any co-registrar for such Security)Registrar) in connection therewith. Every new Security of any series issued pursuant to this Section 2.7 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section 2.7 are (to the extent lawful) exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 3 contracts
Sources: Indenture (Actuant Corp), Indenture (Actuant Corp), Indenture (Global Imaging Systems Inc)
Replacement Securities. If In the Holder event that any Contract Security is not delivered due to any occurrence, act or event beyond the control of the Depositor and of the Trustee (such a Contract Security claims that the Security has been mutilated, destroyed, lost or stolenbeing herein called a "Special Security"), the Corporation may issue and Depositor shall notify the Trustee shall authenticate a replacement Security in writing of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation such failed contract and may instruct the Trustee to protect purchase Replacement Securities which have been selected by the CorporationDepositor having a cost not in excess of the cost of the Special Securities not so delivered. To be eligible for inclusion in the Trust, the Trustee, Replacement Securities which the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Security. In case any such mutilated, destroyed, lost or stolen Security has become due and payable, the Corporation in its discretion may, instead of issuing a new Security, pay such Security Depositor selects must: (without surrender thereof, except i) in the case of a mutilated SecurityTreasury Obligations be substantially identical to every Treasury Obligation then in the Trust; and (ii) if be purchased within twenty days after delivery of notice of the applicant for such payment shall furnish failed contract to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security Trustee or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the CorporationDepositor, whichever occurs first. Any Replacement Securities received by the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this Section, the Corporation may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security). Every new Security of any series issued pursuant to this Section in lieu of any destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional obligation of the Corporation, whether or not the destroyed, lost or stolen Security Trustee shall be at any time enforceable by anyone, deposited hereunder and shall be entitled subject to all the benefits terms and conditions of this Indenture equally and proportionately with any and all to the same extent as other Securities deposited hereunder. No such deposit of Replacement Securities shall be made after the earlier of (i) 90 days after the date of execution and delivery of the same series. The applicable Reference Trust Agreement or (ii) the first Quarterly Record Date to occur after the date of execution and delivery of the applicable Reference Trust Agreement.
Whenever a Replacement Security is acquired by the Depositor pursuant to the provisions of this Section are exclusive 3.07, the Trustee shall, within five days thereafter, mail to all Unit Holders notices of such acquisition, including an identification of the Special Security and the Replacement Security acquired. The purchase price of a Replacement Security shall preclude (be paid out of the funds in the Principal Account attributable to the extent lawful) all other rights Special Security which it replaces. The Trustee shall not be liable or responsible in any way for depreciation or loss incurred by reason of any purchase made pursuant to any such instructions from the Depositor and remedies in the absence of such instructions the Trustee shall have no duty to purchase any Replacement Securities under this Indenture. The Depositor shall not be liable for any failure to instruct the Trustee to purchase any Replacement Security or for errors of judgment in selecting any Replacement Security. The Trustee shall have no duty or responsibility with respect to the replacement or payment selection of mutilated, destroyed, lost or stolen Securitiesany Replacement Security.
Appears in 3 contracts
Sources: Trust Indenture and Agreement (Government Securities Equity Trust Series 10), Trust Indenture and Agreement (Government Securities Equity Trust Series 12), Trust Indenture and Agreement (Government Securities Equity Trust Series 11)
Replacement Securities. If In the Holder of a event that any Security claims that the Security has been shall become mutilated, defaced, destroyed, lost or stolen, the Corporation may issue and Company and, until the release of the Subsidiary Guarantee in accordance with the provisions of Section 11.07, the Guarantor shall execute and, upon the Company’s request, the Trustee shall authenticate and deliver a replacement Security new Security, of like tenor (including the same series with identical terms as date of issuance) and equal principal amount, registered in the Securities exchanged if same manner, and bearing interest from the requirements of Section 8-405 of the Uniform Commercial Code date to which interest has been paid on such Security (or any successor provisionif no interest has been paid, then from the date of original issuance), in exchange and substitution for such Security (upon surrender and cancellation thereof in the case of a mutilated or defaced Security) are metor in lieu of and substitution for such Security. Such Holder In the event that such Security is destroyed, lost or stolen, the applicant for a substitute Security shall furnish an indemnity bond sufficient in to the judgment of Company, the Corporation and the Trustee to protect the CorporationGuarantor, the Trustee, any Paying Agent (including, without limitation, the Luxembourg Paying Agent), any Transfer Agent (including, without limitation, the Luxembourg Transfer Agent), the Registrar and any co-registrar from any loss that any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Security. In case any such mutilated, destroyed, lost or stolen Security has become due and payable, the Corporation in its discretion may, instead of issuing a new Security, pay such Security (without surrender thereof, except in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and and, in every case of destruction, loss or thefttheft of such Security, evidence satisfactory the applicant shall also furnish to the CorporationCompany, the Trustee, Guarantor and the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, Trustee satisfactory evidence of the destruction, loss or theft of such Security and of the ownership thereof. Upon the issuance of any new Security under this Sectionsubstituted Security, the Corporation Company may require the payment by the registered Holder thereof of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other fees and expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security). Every new Security of any series issued pursuant to this Section in lieu of any destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional obligation of the Corporation, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same series. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securitiesconnected therewith.
Appears in 2 contracts
Sources: Indenture (Cencosud S.A.), Indenture (Cencosud S.A.)
Replacement Securities. If any mutilated Security is surrendered to the Holder Trustee, or the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of actual knowledge by the Company or the Trustee that the such Security has been mutilatedacquired by a protected purchaser (within the meaning of Section 8-303 of the Uniform Commercial Code), the Company shall execute, and upon the Company's written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the CorporationPrincipal Amount, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Company pursuant to Article III hereof, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this Section, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Sources: Indenture (Yellow Roadway Corp), Indenture (Yellow Corp)
Replacement Securities. (a) If (1) any mutilated Security is surrendered to the Holder Trustee, or (2) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee, such security or indemnity, in each case, as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilatedacquired by a protected purchaser, the Company shall execute and upon a Company Request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code like tenor and principal amount, bearing a number not contemporaneously outstanding and each Guarantor shall execute a replacement Guarantee.
(or any successor provisionb) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation and the Trustee to protect the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Security. In case If any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Company pursuant to Article 3, or converted pursuant to Article 4, the Company in its discretion may, instead of issuing a new Security, pay pay, purchase or convert such Security (without surrender thereofSecurity, except in as the case of a mutilated Securitymay be.
(c) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security Securities under this SectionSection 2.08, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of counsel and the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security). ) in connection therewith.
(d) Every new Security of any series and Guarantee issued pursuant to this Section 2.08 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany and each Guarantor, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same series. duly issued hereunder.
(e) The provisions of this Section 2.08 are (to the extent lawful) exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Sources: Indenture (Mylan Bertek Pharmaceuticals Inc.), Indenture (Mylan Laboratories Inc)
Replacement Securities. If any mutilated Securities are surrendered to the Trustee or the Issuers or if the Holder of a Security claims that the Security has been mutilatedlost, destroyed, lost destroyed or stolenwrongfully taken, the Corporation may Issuers will issue and the Trustee shall Trustee, upon receipt of an Authentication Order, will authenticate a replacement Security if the Holder satisfies any reasonable requirements of the same series with identical terms as Trustee and the Securities exchanged if Issuers. If required by the requirements of Section 8-405 of Trustee or the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish Issuers, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Corporation Trustee and the Trustee Issuers to protect the CorporationIssuers, the Trustee, the Paying Agent, the Registrar any Agent and any co-registrar authenticating agent from any loss that any of them may suffer if a Security is replaced. The Corporation Issuers and the Trustee may charge the Holders for their each of its expenses in replacing a Security. In case any such mutilated, destroyed, lost lost, or stolen Security has become or is about to become due and payable, the Corporation Issuers in its their sole discretion may, instead of issuing a new Security, pay such Security (without surrender thereof, except in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this SectionSection 2.07, the Corporation Issuers may require the payment of a sum sufficient to cover any tax tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section 2.07 in exchange for any mutilated Security or in lieu of any destroyed, lost lost, or stolen Security or in exchange for any mutilated Security, shall will constitute an original additional contractual obligation of the CorporationIssuers, whether or not the mutilated, destroyed, lost lost, or stolen Security shall be at any time enforceable by anyone, and shall will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section 2.07 are exclusive and shall will preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost lost, or stolen Securities.
Appears in 2 contracts
Sources: Indenture (Radio One, Inc.), Indenture (Radio One, Inc.)
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Company shall execute and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the Corporationprincipal amount, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitycertificate number not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Company pursuant to Article 3 hereof, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this SectionSection 2.07, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section 2.07 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Sources: Indenture (Labone Inc/), Indenture (Financial Federal Corp)
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Company shall execute and, upon its written request, the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the CorporationPrincipal Amount, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be repurchased or redeemed by the Corporation Company pursuant to Article 3 hereof, the Company in its discretion may, instead of issuing a new Security, pay pay, repurchase or redeem such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this SectionSection 2.07, the Corporation may Company may, as a condition to such issuance, require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section 2.07 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the mutilated destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Sources: Indenture (Wellpoint Health Networks Inc /De/), Indenture (Wellpoint Health Networks Inc /De/)
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such Security claims or indemnity bond as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Company shall execute, and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the CorporationPrincipal Amount, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be redeemed by the Corporation Company pursuant to Article III hereof, the Company in its discretion may, instead of issuing a new Security, pay or redeem such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this SectionSection 2.9, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the reasonable fees and expenses of the Trustee, Trustee and the Paying Agent, the Registrar reasonable fees and any co-registrar for such Security)disbursements of its counsel) connected therewith. Every new Security of any series issued pursuant to this Section 2.9 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section 2.9 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Sources: Indenture (Hallmark Financial Services Inc), Indenture (WSFS Financial Corp)
Replacement Securities. If a defaced or mutilated Security of any series is surrendered to the Trustee or if a Holder of a Security claims that the its Security of any series has been mutilatedlost, destroyed, lost destroyed or stolenwrongfully taken, the Corporation may Company shall, subject to the further provisions of this Section 2.8, issue and the Trustee shall authenticate a replacement Security of such series and tenor and principal amount bearing a number not contemporaneously outstanding. The Company may charge such Holder for any tax or other governmental charge that may be imposed as a result of or in connection with replacing a Security and for its expenses and the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 expenses of the Uniform Commercial Code Trustee (including without limitation attorneys' fees and expenses) in replacing a Security. In case any such mutilated, defaced, lost, destroyed or any successor provisionwrongfully taken Security has become or is about to become due and payable, the Company in its discretion may pay such Security instead of issuing a new Security in replacement thereof. If required by the Trustee or the Company, (i) are met. Such Holder shall furnish an indemnity bond must be furnished that is sufficient in the judgment of both the Corporation Trustee and the Trustee Company to protect the CorporationCompany, the Trustee, the Paying Agent, the Registrar Trustee and any co-registrar Agent from any loss that any of them may suffer if a Security is replaced. The Corporation replaced or paid as provided in this Section 2.8 and the Trustee may charge for their expenses in replacing a Security. In case any such mutilated, destroyed, lost or stolen Security has become due and payable, the Corporation in its discretion may, instead of issuing a new Security, pay such Security (without surrender thereof, except ii) in the case of a mutilated lost, destroyed or wrongfully taken Security) if the applicant for such payment shall furnish , evidence must be furnished to the Corporationsatisfaction of both the Trustee and the Company of the loss, destruction or wrongful taking of such Security. Notwithstanding the foregoing, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security Company and the ownership thereof. Upon the issuance of any new Trustee shall have no obligation to replace or pay a Security under this Section, the Corporation may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security). Every new Security of any series issued pursuant to this Section in lieu of any destroyed, lost 2.8 if either the Company or stolen the Trustee has notice that such Security or in exchange for any mutilated Security, shall constitute has been acquired by a bona fide purchaser. Every replacement Security is an original additional obligation of the Corporation, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, Company and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of Indenture. To the same series. The extent permitted by law, the foregoing provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen wrongfully taken Securities.
Appears in 2 contracts
Sources: Indenture (Arrow Electronics Inc), Indenture (Arrow Electronics Inc)
Replacement Securities. If In the Holder event that any Contract Security is not delivered due to any occurrence, act or event beyond the control of the Depositor and of the Trustee (such a Contract Security claims that the Security has been mutilated, destroyed, lost or stolenbeing herein called a 'Special Security'), the Corporation Depositor may issue instruct the Trustee to purchase Replacement Securities which have been selected by the Depositor having a cost not in excess of the cost of the Special Securities not so delivered. To be eligible for inclusion in the Trust, the Replacement Securities which the Depositor selects must: (i) be of the same type as that replaced (e.g., both will be common stock or preferred stock); (ii) in the Depositor's judgment, closely resemble the Special Security as respects the investment characteristics which led the Depositor to select the Special Security for inclusion in the Trust; and (iii) be purchased within twenty days after delivery of notice of the failed contract to the Trustee or to the Depositor, whichever occurs first. Any Replacement Securities received by the Trustee shall authenticate a replacement Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation and the Trustee to protect the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Security. In case any such mutilated, destroyed, lost or stolen Security has become due and payable, the Corporation in its discretion may, instead of issuing a new Security, pay such Security (without surrender thereof, except in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this Section, the Corporation may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security). Every new Security of any series issued pursuant to this Section in lieu of any destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional obligation of the Corporation, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, deposited hereunder and shall be entitled subject to all the benefits terms and conditions of this Indenture equally and proportionately with any and all to the same extent as other Securities deposited hereunder. No such deposit of Replacement Securities shall be made after the earlier of (i) 90 days after the date of execution and delivery of the same series. The applicable Reference Trust Agreement or (ii) the first Distribution Date to occur after the date of execution and delivery of the applicable Reference Trust Agreement.
Whenever a Replacement Security is acquired by the Depositor pursuant to the provisions of this Section are exclusive 3.07, the Trustee shall, within five days thereafter, mail to all Unit Holders notices of such acquisition, including an identification of the Special Security and the Replacement Security acquired. The purchase price of a Replacement Security shall preclude (be paid out of the funds in the principal account attributable to the extent lawful) all other rights Special Security which it replaces. The Trustee shall not be liable or responsible in any way for depreciation or loss incurred by reason of any purchase made pursuant to any such instructions from the Depositor and remedies with respect in the absence of such instructions the Trustee shall have no duty to purchase any Replacement Securities under this Indenture. The Depositor shall not be liable for any failure to instruct the replacement Trustee to purchase any Replacement Security or payment for errors of mutilated, destroyed, lost or stolen Securitiesjudgment in selecting any Replacement Security.
Appears in 2 contracts
Sources: Trust Indenture and Agreement (National Equity Trust Otc Growth Trust Series 5), Trust Indenture and Agreement (National Equity Tr Short Term Low 5 Cover Write Opt Tr Ser 1)
Replacement Securities. If any mutilated Security is surrendered to the Holder Company, a Registrar or the Trustee, or the Company, a Registrar and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company, the applicable Registrar and the Trustee such security or indemnity as will be required by them to save each of them harmless, then, in the absence of notice to the Company, such Registrar or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Company shall execute, and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the Corporationprincipal amount, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased, redeemed or repurchased by the Corporation Company pursuant to Article 3, the Company in its discretion may, instead of issuing a new Security, pay pay, redeem, repurchase or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this SectionSection 2.7, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses in connection therewith (including all the reasonable fees and expenses of the Trustee, Trustee or the Paying Agent, the Registrar and any co-registrar for such Security)Registrar) in connection therewith. Every new Security of any series issued pursuant to this Section 2.7 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section 2.7 are (to the extent lawful) exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Sources: Indenture (Invision Technologies Inc), Indenture (Emulex Corp /De/)
Replacement Securities. If any mutilated Security is surrendered to the Holder of a Security claims that the Security has been mutilated, destroyed, lost or stolenTrustee, the Corporation may issue Company shall execute, and the Trustee shall authenticate and deliver, in exchange for such mutilated Security, a replacement new Security of the same series with identical terms as and of like tenor and Principal amount and bearing a number not contemporaneously outstanding. If there shall be delivered to the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation Company and the Trustee (i) evidence to protect their satisfaction of the Corporationdestruction, the Trustee, the Paying Agent, the Registrar loss or theft of any Security and (ii) such security or indemnity as may be required by them to save each of them and any co-registrar from any loss that agent of any of them may suffer if harmless, then, in the absence of notice to the Company or the Trustee that such Security has been acquired by a Security is replaced. The Corporation bona fide purchaser, the Company shall execute, and the Trustee may charge for their expenses shall authenticate and deliver, in replacing lieu of any such destroyed, lost or stolen Security, a Securitynew Security of the same series and of like tenor and Principal amount and bearing a number not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, the Corporation Company in its discretion may, instead of issuing a new Security, pay such Security (without surrender thereof, thereof except in the case of a mutilated SecuritySecurity or coupon) if the applicant for such payment shall furnish to the Corporation, Company and the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security Trustee such security or indemnity as may be required by them to hold save each of them and any agent of any of them harmless, and in the case of destruction, loss or theft, evidence satisfactory to the Corporation, Company and the Trustee, the Paying Agent, the Registrar and any co-registrar, Trustee and any agent of any of them, them of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this Section, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section in lieu of any destroyed, lost or stolen Security or in exchange for any mutilated Security, Security shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and any such new Security shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesthat series duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all any other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Sources: Indenture (Grede LLC), Indenture (Grede LLC)
Replacement Securities. If a mutilated Security is surrendered to the Registrar or if the Holder of a Security claims that the Security has been mutilatedlost, destroyed, lost destroyed or stolenwrongfully taken, the Corporation may Company shall issue and and, upon receipt of an Issuer Order, the Trustee or, as the case may be, an Authenticating Agent, shall authenticate a replacement Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met, such that the Holder (a) satisfies the Company or the Trustee within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and the Registrar does not register a transfer prior to receiving such notification, (b) makes such request to the Company or Trustee prior to the Security being acquired by a protected purchaser as defined in Section 8-303 of the Uniform Commercial Code (a “protected purchase”) and (c) satisfies any other reasonable requirements of the Trustee. Such If required by the Trustee or the Company, such Holder shall must furnish an indemnity bond that is sufficient in the judgment of the Corporation Trustee and the Trustee Company to protect the CorporationCompany, the Trustee, the Paying Agent, the Registrar and any co-registrar Agent or any authenticating agent from any loss that which any of them may suffer if a Security is replaced. The Corporation Company and the Trustee may charge for their expenses in replacing a Security. If, after the delivery of such replacement Security, a protected purchaser of the original Security in lieu of which such replacement Security was issued presents for payment or registration such original Security, the Trustee shall be entitled to recover such replacement Security from the Person to whom it was delivered or any Person taking therefrom, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Trustee or the Company in connection therewith. Every replacement Security is a contractual obligation of the Company. In case any such mutilated, destroyed, lost or stolen wrongfully taken Security has become or is about to become due and payable, the Corporation Company in its discretion may, instead of issuing a new Security, pay such Security (without surrender thereof, except in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this Section, the Corporation may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security). Every new Security of any series issued pursuant to this Section in lieu of any destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional obligation of the Corporation, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same series. The provisions of this Section 2.08 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen wrongfully taken Securities.
Appears in 2 contracts
Sources: Indenture (Nabors Industries Inc), Indenture (Nabors Industries Inc)
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Company, a Registrar or the Trustee, or (b) the Company, the Registrar and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and, in either case, there is delivered to the Company, the Registrar and the Trustee such security or indemnity as shall be reasonably required by them to save each of them harmless, then, in the absence of notice to the Company, such Registrar or the Trustee that the such Security has been mutilatedacquired by a bona fide or protected purchaser, the Company shall issue, and the Trustee shall, upon receipt of an Order of the Company (which the Company agrees to deliver promptly), authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the Corporationprincipal amount, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or purchased by the Corporation Company pursuant to Article 3 hereof, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporationmay be, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofaccordance herewith. Upon the issuance of any new Security Securities under this SectionSection 2.06, the Corporation Company may require the payment of a sum sufficient to cover any tax tax, assessment or other governmental charge that may be imposed in relation thereto and any other reasonable expenses in connection therewith (including all the reasonable fees and expenses of the Trustee, Trustee or the Paying Agent, the Registrar and any co-registrar for such Security)Registrar) in connection therewith. Every new Security of any series issued pursuant to this Section 2.06 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this the Indenture equally and proportionately with any and all other Securities of the same seriesduly issued and outstanding hereunder. The provisions of this Section 2.06 are (to the extent lawful) exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Sources: First Supplemental Indenture (Airtran Holdings Inc), First Supplemental Indenture (Airtran Holdings Inc)
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Company, a Registrar or the Trustee, or (b) the Company, the Registrar and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and, in either case, there is delivered to the Company, the Registrar and the Trustee such security or indemnity as shall be reasonably required by them to save each of them harmless, then, in the absence of notice to the Company, such Registrar or the Trustee that the such Security has been mutilatedacquired by a bona fide or protected purchaser, the Company shall issue, and the Trustee shall, upon receipt of a Company Order (which the Company agrees to deliver promptly), authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the Corporationprincipal amount, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be redeemed or purchased by the Corporation Company pursuant to Article 5, the Company in its discretion may, instead of issuing a new Security, pay pay, redeem or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporationmay be, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofaccordance herewith. Upon the issuance of any new Security Securities under this SectionSection 2.07, the Corporation Company may require the payment of a sum sufficient to cover any tax tax, assessment or other governmental charge that may be imposed in relation thereto as the result of any Securities, at the request of any Holder, being issued to a Person other than such Holder and any other reasonable expenses in connection therewith (including all the reasonable fees and expenses of the Trustee, Trustee or the Paying Agent, the Registrar and any co-registrar for such Security)Registrar) in connection therewith. Every new Security of any series issued pursuant to this Section 2.07 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued and outstanding hereunder. The provisions of this Section 2.07 are (to the extent lawful) exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Sources: Indenture (Linear Technology Corp /Ca/), Indenture (Linear Technology Corp /Ca/)
Replacement Securities. If a mutilated Security is surrendered to the Registrar or if the Holder of a Security claims that the Security has been mutilatedlost, destroyed, lost destroyed or stolenwrongfully taken, the Corporation may Company shall issue and the Trustee shall authenticate a replacement Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (are met and the Holder satisfies any other reasonable requirements of the Trustee. If required by the Trustee or any successor provision) are met. Such the Company, such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation Company and the Trustee to protect the CorporationCompany, the Guarantors, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that which any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Security. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, the Corporation Company, in its discretion may, instead of issuing a new Security, pay such Security (without surrender thereof, except in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this SectionSection 2.08, the Corporation Company may require the payment by the Holder of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section 2.08 in lieu of any destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section 2.08 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Sources: Indenture (Grey Wolf Inc), Indenture (Di Industries Inc)
Replacement Securities. If any mutilated Security is surrendered to the Holder Company, a Registrar or the Trustee, or the Company, a Registrar and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company, the applicable Registrar and the Trustee such security or indemnity as will be required by them to hold each of them harmless, then, in the absence of notice to the Company, such Registrar or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Company shall execute, and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the Corporationprincipal amount, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Company pursuant to Article 3, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this SectionSection 2.07, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses in connection therewith (including all the reasonable fees and expenses of the Trustee, Trustee or the Paying Agent, the Registrar and any co-registrar for such Security)Registrar) in connection therewith. Every new Security of any series issued pursuant to this Section 2.07 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section 2.07 are (to the extent lawful) exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement there placement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Sources: Indenture (Integra Lifesciences Holdings Corp), Indenture (Integra Lifesciences Holdings Corp)
Replacement Securities. If the Holder of a Security claims that the Security has been mutilated, destroyed, lost or stolen, the Corporation may issue and the Trustee shall authenticate a replacement Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation and the Trustee to protect the Corporation, the Guarantor, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that which any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Security. In case any such mutilated, destroyed, lost or stolen Security has become due and payable, the Corporation in its discretion may, instead of issuing a new Security, pay such Security (without surrender thereof, thereof except in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Guarantor, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Guarantor, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this SectionSection 2.08, the Corporation may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section 2.08 in lieu of any destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional obligation of the Corporation, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same series. The provisions of this Section 2.08 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Sources: Indenture (Lockheed Martin Corp), Indenture (Lockheed Martin Corp)
Replacement Securities. If a mutilated Security or Definitive Registered Certificate of any series is surrendered to the Registrar or if the Holder of a Security of any series claims that the Security has been mutilatedlost, destroyed, lost destroyed or stolenwrongfully taken, the Corporation may Issuer shall issue and the Trustee shall authenticate a replacement Security or Definitive Registered Certificate of the same series with identical terms series, as the Securities exchanged applicable, if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met, such that the Holder (a) satisfies the Issuer or the Trustee within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and the Registrar does not register a transfer prior to receiving such notification, (b) makes such request to the Issuer or the Trustee prior to the Security or Definitive Registered Certificate, as applicable, being acquired by a protected purchaser as defined in Section 8-303 of the Uniform Commercial Code (a “protected purchaser”) and (c) satisfies any other reasonable requirements of the Trustee. Such If required by the Trustee or the Issuer, such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation and the Trustee to protect the CorporationIssuer, the Trustee, the relevant Paying Agent, Agent and the Registrar and any co-registrar from any loss that any of them may suffer if a Security or Definitive Registered Certificate is replaced. The Corporation Issuer and the Trustee may charge the Holder for their expenses in replacing a SecuritySecurity or Definitive Registered Certificate, including fees and expenses of counsel and for any tax that may be imposed in replacing such Security or Definitive Registered Certificate, as applicable. In case any such the event that a Global Security or Definitive Registered Certificate is mutilated, destroyedlost, lost destroyed or stolen wrongfully taken and such Global Security or the Definitive Registered Security evidenced thereby, as applicable, has become or is about to become due and payable, the Corporation Issuer in its discretion may, may pay such Security instead of issuing a new Security, pay such Security (without surrender thereof, except in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this Section, the Corporation may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security). Every new Security of any series issued pursuant to this Section in lieu of any destroyed, lost or stolen Security or Definitive Registered Certificate, as applicable, in exchange for any mutilated Security, shall constitute an original additional obligation of the Corporation, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesreplacement thereof. The provisions of this Section 2.08 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyedlost, lost destroyed or stolen Securitieswrongfully taken Securities or Definitive Registered Certificates.
Appears in 2 contracts
Sources: Indenture (Delhaize Group), Indenture (Shop 'N Save-Mass, Inc.)
Replacement Securities. If a mutilated Security is surrendered to the Registrar or if the Holder of a Security claims that the Security has been mutilatedlost, destroyed, lost destroyed or stolenwrongfully taken, the Corporation may Company shall issue and the Trustee shall authenticate a replacement Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (are met and the Holder satisfies any other reasonable requirements of the Trustee. If required by the Trustee or any successor provision) are met. Such the Company, such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation Company and the Trustee to protect the CorporationCompany, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that which any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Security. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, the Corporation Company, in its discretion may, instead of issuing a new Security, pay such Security (without surrender thereof, except in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this SectionSection 2.08, the Corporation Company may require the payment by the Holder of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section 2.08 in lieu of any destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section 2.08 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Sources: Indenture (Trend Drilling Co), Indenture (Nabors Industries Inc)
Replacement Securities. If a mutilated Security or any Security with a mutilated coupon appertaining to it is surrendered to the Trustee or if the Holder of a Security claims that the Security or any coupon has been mutilatedlost, destroyed, lost destroyed or stolenwrongfully taken, the Corporation may Company shall issue and the Trustee shall authenticate and deliver a replacement Security of the same series with identical terms as the Securities exchanged Series if the requirements of Section 8-405 of the Uniform Commercial Code (are met and the Holder satisfies any other reasonable requirements of the Trustee. If required by the Trustee or any successor provision) are met. Such the Company, such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation Company and the Trustee to protect the CorporationCompany, the Trustee, the Paying Agent, the Registrar and Trustee or any co-registrar Agent from any loss that which any of them may suffer if a Security or coupon is replaced. The Corporation Company and the Trustee may each charge such Holder for their its reasonable out-of-pocket expenses in replacing a Security. In case any such mutilatedSecurity pursuant to this Section 2.08, destroyed, lost or stolen Security has become due and payable, the Corporation in its discretion may, instead of issuing a new Security, pay such Security (without surrender thereof, except in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this Section, the Corporation may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all reasonable fees and expenses of counsel and of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security). Every new replacement Security of any series Series with its coupons, if any, issued pursuant to this Section in lieu of any destroyedlost, lost destroyed or stolen wrongfully taken Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the destroyedlost, lost destroyed or stolen wrongfully taken Security or coupon shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of that Series and its coupons, if any, duly issued hereunder. In case any such mutilated, destroyed, lost or wrongfully taken Security or coupon has become or is about to become due and payable, the same seriesCompany in its discretion may, instead of issuing a new Security or coupon, pay such Security or coupon; provided, however, that payment of principal of (and premium, if any), any interest on and any Additional Amounts with respect to Bearer Securities shall, except as otherwise provided in Section 2.04, be payable only at an office or agency located outside the United States and, unless otherwise specified as contemplated by Section 2.02, any interest on Bearer Securities shall be payable only upon presentation and surrender of the coupons appertaining thereto. The provisions of this Section 2.08 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilatedlost, destroyed, lost destroyed or stolen wrongfully taken Securities.
Appears in 2 contracts
Sources: Indenture (Vantage Drilling CO), Indenture (Vantage Drilling CO)
Replacement Securities. If the Holder of a Security claims that the Security has been mutilated, destroyed, lost or stolen, the Corporation may issue and the Trustee shall authenticate a replacement Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are metexchanged. Such Holder holder shall furnish an indemnity bond sufficient in the judgment of the Corporation and the Trustee to protect the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that which any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Security. In case any such mutilated, destroyed, lost or stolen Security has become due and payable, the Corporation in its discretion may, instead of issuing a new Security, pay such Security (without surrender thereof, thereof except in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this SectionSection 2.8, the Corporation may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section 2.8 in lieu of any destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional obligation of the Corporation, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same series. The provisions of this Section 2.8 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Sources: Indenture (Martin Marietta Materials Inc), Indenture (Martin Marietta Materials Inc)
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Company shall execute and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the Corporationprincipal amount and series, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitycertificate number not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Company pursuant to Article III hereof, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this SectionSection 2.7, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section 2.7 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section 2.7 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Sources: Indenture (Integrated Electrical Services Inc), Purchase Agreement (Integrated Electrical Services Inc)
Replacement Securities. If a mutilated Security is surrendered to the Registrar or if the Holder of a Security claims that the Security has been mutilatedlost, destroyed, lost destroyed or stolenwrongfully taken, the Corporation may issue Company shall issue, upon receipt of an Issuer Order, and the Trustee or, as the case may be, an Authenticating Agent, shall authenticate a replacement Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met, such that the Holder (a) satisfies the Company or the Trustee within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and the Registrar does not register a transfer prior to receiving such notification, (b) makes such request to the Company or Trustee prior to the Security being acquired by a protected purchaser as defined in Section 8-303 of the Uniform Commercial Code (a “protected purchaser”) and (c) satisfies any other reasonable requirements of the Trustee. Such If required by the Trustee or the Company, such Holder shall must furnish an indemnity bond that is sufficient in the judgment of the Corporation Trustee and the Trustee Company to protect the CorporationCompany, the Trustee, the Paying Agent, the Registrar and any co-registrar Agent or any authenticating agent from any loss that which any of them may suffer if a Security is replaced. The Corporation Company and the Trustee may charge for their expenses in replacing a Security. If, after the delivery of such replacement Security, a protected purchaser of the original Security in lieu of which such replacement Security was issued presents for payment or registration such original Security, the Trustee shall be entitled to recover such replacement Security from the Person to whom it was delivered or any Person taking therefrom, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Trustee or the Company in connection therewith. Every replacement Security is a contractual obligation of the Company. In case any such mutilated, destroyed, lost or stolen wrongfully taken Security has become or is about to become due and payable, the Corporation Company in its discretion may, instead of issuing a new Security, pay such Security (without surrender thereof, except in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this Section, the Corporation may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security). Every new Security of any series issued pursuant to this Section in lieu of any destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional obligation of the Corporation, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same series. The provisions of this Section 2.08 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen wrongfully taken Securities.
Appears in 2 contracts
Sources: Indenture (Nabors Industries Inc), Indenture (Nabors Industries Inc)
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Company shall execute and, upon the Company’s written request, the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the Corporationprincipal amount, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Company pursuant to Article 3, the Company in its discretion (but subject to any conversion rights) may, instead of issuing a new Security, pay or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this SectionSection 2.7, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section 2.7 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section 2.7 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Sources: Indenture (Amerus Group Co/Ia), Indenture (Amerus Group Co/Ia)
Replacement Securities. If any mutilated Security is surrendered to the Holder Trustee, or the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilatedacquired by a protected purchaser (within the meaning of Section 8-303 of the Uniform Commercial Code), the Company shall execute, and upon the Company's written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the Corporationprincipal amount, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Company pursuant to Article 3 hereof, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this Section, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Replacement Securities. If a mutilated Security is surrendered to the Registrar or if the Holder of a Security claims that the such Security has been mutilatedlost, destroyed, lost destroyed or stolen, the Corporation may Company shall issue and the Trustee shall authenticate a replacement Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (are met and the Holder satisfies any other reasonable requirements of the Trustee. If required by the Trustee or any successor provision) are met. Such the Company, such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation Company and the Trustee to protect the CorporationCompany, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that which any of them may suffer if a Security is replaced. The Corporation Company and the Trustee may charge the Holder for their expenses in replacing a Security. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be repurchased by the Corporation Company pursuant to Article 3 hereof, the Company in its discretion may, instead of issuing a new Security, pay or repurchase such Security (without surrender thereof, except in the case of a mutilated Security) if the applicant for such payment shall furnish cash in an amount equal to the Corporation, the Trustee, the Paying Agent, the Registrar its principal amount plus any accrued and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofunpaid interest thereon. Upon the issuance of any new Security Securities under this SectionSection 2.07, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section 2.07 in exchange for any mutilated Security, or in lieu of any destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany and any other obligor upon the Securities, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same series. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securitiesduly issued hereunder.
Appears in 2 contracts
Sources: Indenture (American Realty Capital Properties, Inc.), Indenture (CapLease, Inc.)
Replacement Securities. If any mutilated Security is surrendered to the Trustee or if the Holder of a Security claims and submits an affidavit or other evidence, satisfactory to the Trustee and the Company, to the effect that the Security has been mutilatedlost, destroyed, lost destroyed or stolenwrongfully taken, the Corporation may Company shall issue and the Trustee Trustee, upon receipt of the authentication order of the Company in the form of an Officers' Certificate, shall authenticate a replacement Security of the same series with identical terms as the Securities exchanged if the Trustee's requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such If required by the Trustee or the Company, such Holder shall furnish must provide an indemnity bond or other indemnity, sufficient in the judgment of both the Corporation Company and the Trustee Trustee, to protect the CorporationCompany, the Trustee, the Paying Agent, the Registrar and Trustee or any co-registrar Agent from any loss that which any of them may suffer if a Security is replaced. The Corporation Company and the Trustee may charge such Holder for their expenses in replacing a Security. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, the Corporation Company in its discretion discretion, but subject to any conversion rights, may, instead of issuing a new Security, pay such Security (without surrender thereofSecurity, except upon satisfaction of the conditions set forth in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this Section, the Corporation may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)preceding paragraph. Every new Security of any series issued pursuant to this Section 2.07 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and such new Security shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies of any Holder with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Sources: Indenture (Expressjet Holdings Inc), Indenture (Expressjet Holdings Inc)
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Company or the Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilatedacquired by a BONA FIDE purchaser, the Company shall execute, and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the CorporationPrincipal ▇▇▇▇▇▇, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Company pursuant to Article 3 hereof, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this Section, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) in connection therewith. Every new Security of any series issued pursuant to this Section in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Sources: Indenture (Multiverse Acquisition Corp), Indenture (Talk Radio Network Inc)
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Trustee or (b) the Corporation and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and, in each case, there is delivered to the Corporation and the Trustee such security or indemnity, as required, referred to in the next succeeding sentence, then, in the absence of notice to the Corporation or the Trustee that the such Security has been mutilated, destroyed, lost or stolenacquired by a bona fide purchaser, the Corporation may shall issue and the Trustee Trustee, upon the written order of the Corporation signed by two Officers of the Corporation, shall authenticate and deliver a replacement Security of the same series with identical terms as the Securities exchanged like tenor and principal amount if the Trustee’s requirements for replacement of Section 8-405 of the Uniform Commercial Code (or any successor provision) Securities are met. Such Holder shall furnish If required by the Trustee or the Corporation, an indemnity bond or other security must be supplied by the Holder that is sufficient in the judgment of the Corporation Trustee and the Trustee Corporation to protect the Corporation, the Trustee, the Paying Agent, the Registrar any Agent and any co-registrar authenticating agent from any loss that any of them may suffer if a Security is replaced. The Upon the issuance of any replacement Securities under this Section, the Corporation may require the payment of a sum sufficient to pay all documentary, stamp or similar issue or transfer taxes or other governmental charges that may be imposed in relation thereto and any other expenses (including the Trustee may charge for their fees and expenses of the Trustee) incurred in replacing a Security. In case any such mutilated, destroyed, lost or stolen Security has become or is to become due and payable, or is about to be repurchased or redeemed by the Corporation pursuant to Section 3.07, Article V or Article IV hereof, the Corporation in its discretion may, instead of issuing a new Security, pay or repurchase or redeem such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this Section, the Corporation may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)be. Every new replacement Security of any series issued pursuant to this Section in lieu of any destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute is an original additional obligation of the Corporation, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, Corporation and shall be entitled to all of the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Sources: Indenture (Domtar Paper Company, LLC), Indenture (Domtar CORP)
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilated, destroyed, lost or stolen, acquired by a protected purchaser within the Corporation may issue and the Trustee shall authenticate a replacement Security meaning of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 Article 8 of the Uniform Commercial Code (or any successor provision) are met. Such Holder a “Protected Purchaser”), the Company shall furnish an indemnity bond sufficient in the judgment execute and upon receipt of the Corporation and a Company Order, the Trustee to protect the Corporationshall authenticate and deliver, the Trusteein exchange for any such mutilated Security or in lieu of any such destroyed, the Paying Agentlost or stolen Security, the Registrar a new Security of like tenor and any co-registrar from any loss that any of them may suffer if Principal Amount at Maturity, bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Company pursuant to Article 3 hereof, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this Section, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Sources: Indenture (CBRL Group Inc), Indenture (CBRL Group Inc)
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Company, a Registrar or the Trustee, or (b) the Company, the Registrar and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and, in either case, there is delivered to the Company, the Registrar and the Trustee such security or indemnity as shall be required by them to save each of them harmless, then, in the absence of notice to the Company, such Registrar or the Trustee that the such Security has been mutilatedacquired by a bona fide or protected purchaser, the Company shall issue, and the Trustee shall, upon receipt of a Company Order (which the Company agrees to deliver without unreasonable delay), authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the Corporationprincipal amount, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Company pursuant to Article 4, the Company in its discretion (but subject to any conversion rights) may, instead of issuing a new Security, pay or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this SectionSection 2.10, the Corporation Company may require the payment of a sum sufficient to cover any tax tax, assessment or other governmental charge that may be imposed in relation thereto and any other reasonable expenses in connection therewith (including all the reasonable fees and expenses of the Trustee, Trustee or the Paying Agent, the Registrar and any co-registrar for such Security)Registrar) in connection therewith. Every new Security of any series issued pursuant to this Section 2.10 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section 2.10 are (to the extent lawful) exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Sources: Indenture (Rambus Inc), Indenture (Rambus Inc)
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Company shall execute and upon a Company Order, the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the Corporationprincipal amount, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitycertificate number not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Company pursuant to Article III hereof, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security (without surrender thereofSecurity, except in cash, Ordinary Shares or a combination thereof as permitted in this Indenture, as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this SectionSection 2.7, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section 2.7 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section 2.7 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Sources: Indenture (Xl Capital LTD), Indenture (Xl Capital LTD)
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Company shall execute and, upon its written request, the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the CorporationPrincipal Amount, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased or redeemed by the Corporation Company pursuant to Article 3 hereof, the Company in its discretion may, instead of issuing a new Security, pay pay, purchase or redeem such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofmaybe. Upon the issuance of any new Security Securities under this SectionSection 2.7, the Corporation may Company may, as a condition to such issuance, require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section 2.7 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the mutilated destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section 2.7 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Sources: Indenture (Atmel Corp), Indenture (Atmel Corp)
Replacement Securities. If a mutilated Security is surrendered to the Trustee or if the Holder of a Security claims and submits an affidavit or other evidence, satisfactory to the Trustee and the Company, to the effect that the Security has been mutilatedlost, destroyed, lost destroyed or stolenwrongfully taken, the Corporation may Company shall issue and the Trustee Trustee, upon receipt of the authentication order of the Company in the form of an Officers' Certificate, shall authenticate a replacement Security of the same series with identical terms as the Securities exchanged if the Trustee's requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such If required by the Trustee or the Company, such Holder shall furnish must provide an indemnity bond or other indemnity, sufficient in the judgment of both the Corporation Company and the Trustee Trustee, to protect the CorporationCompany, the Trustee, the Paying Agent, the Registrar and Trustee or any co-registrar Agent from any loss that which any of them may suffer if a Security is replaced. The Corporation Company and the Trustee may charge such Holder for their expenses in replacing a Security. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, the Corporation Company in its discretion discretion, but subject to any conversion rights, may, instead of issuing a new Security, pay such Security (without surrender thereofSecurity, except upon satisfaction of the conditions set forth in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this Section, the Corporation may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)preceding paragraph. Every new Security of any series issued pursuant to this Section 2.7 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and such new Security shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section 2.7 are exclusive and shall preclude (to the extent lawful) all other rights and remedies of any Holder with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Sources: Indenture (Total Renal Care Holdings Inc), Indenture (General Semiconductor Inc)
Replacement Securities. (a) If any mutilated Security is surrendered to the Holder Company, a Registrar or the Trustee, and the Company, a Registrar and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company, the applicable Registrar and the Trustee such security or indemnity as will be required by them to save each of them harmless, then, in the absence of notice to the Company, such Registrar or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Company shall execute, and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue a new Security of like tenor and principal amount, bearing a number not contemporaneously outstanding and the Trustee Guarantor shall authenticate execute a replacement Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code Guarantee.
(or any successor provisionb) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation and the Trustee to protect the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Security. In case If any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Company pursuant to Article 3, or converted pursuant to Article 4, the Company in its discretion may, instead of issuing a new Security, pay pay, purchase or convert such Security (without surrender thereofSecurity, except in as the case of a mutilated Securitymay be.
(c) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security Securities under this SectionSection 2.07, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses in connection therewith (including all the reasonable fees and expenses of the Trustee, Trustee or the Paying Agent, the Registrar and any co-registrar for such Security). Registrar) in connection therewith.
(d) Every new Security of any series or Guarantee issued pursuant to this Section 2.07 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, Guarantee shall constitute an original additional contractual obligation of the CorporationCompany and the Guarantor, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same series. duly issued hereunder.
(e) The provisions of this Section 2.07 are (to the extent lawful) exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Sources: Indenture (Bowater Inc), Indenture (AbitibiBowater Inc.)
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such Security claims or indemnity bond as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Company shall execute, and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the CorporationPrincipal A▇▇▇▇▇, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be redeemed by the Corporation Company pursuant to Article III hereof, the Company in its discretion may, instead of issuing a new Security, pay or redeem such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this SectionSection 2.9, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the reasonable fees and expenses of the Trustee, Trustee and the Paying Agent, the Registrar reasonable fees and any co-registrar for such Security)disbursements of its counsel) connected therewith. Every new Security of any series issued pursuant to this Section 2.9 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section 2.9 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Sources: Indenture (WSFS Financial Corp), Indenture (WSFS Financial Corp)
Replacement Securities. If a defaced or mutilated Security of any series is surrendered to the Trustee or if a Holder of a Security claims that the its Security of any series has been mutilatedlost, destroyed, lost destroyed or stolenwrongfully taken and presents to the Trustee, the Corporation may Company, the Guarantor and any Agent evidence to their satisfaction of the loss, destruction or wrongful taking of such Security, the Company shall issue and the Trustee shall authenticate a replacement Security of such series and tenor and principal amount, having a Guarantee executed by the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are metGuarantor endorsed thereon, bearing a number not contemporaneously outstanding. Such Holder shall furnish an An indemnity bond must be furnished that is sufficient in the judgment of the Corporation Trustee, the Company and the Trustee Guarantor to protect the Corporation, the Trustee, the Paying AgentCompany, the Registrar Guarantor and any co-registrar Agent from any loss that any of them may suffer if a Security is replaced. The Corporation Company may charge such Holder for its expenses and the expenses of the Trustee may charge for their expenses (including without limitation attorneys’ fees and expenses) in replacing a Security. In case any such mutilated, destroyeddefaced, lost lost, destroyed or stolen wrongfully taken Security has become or is about to become due and payable, the Corporation Company and the Guarantor in its their discretion may, may pay such Security instead of issuing a new Security, pay such Security (without surrender thereof, except with the Guarantee endorsed thereon) in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership replacement thereof. Upon the issuance of any new Every replacement Security under this Section, the Corporation may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security). Every new Security of any series issued pursuant to this Section in lieu of any destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute Guarantee endorsed thereon) is an original additional obligation of the Corporation, whether or not Company and the destroyed, lost or stolen Security shall be at any time enforceable by anyone, Guarantor and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of such series and the same seriesGuarantee endorsed thereon duly authenticated and delivered hereunder. The To the extent permitted by law, the foregoing provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen wrongfully taken Securities.
Appears in 2 contracts
Sources: Subordinated Indenture (Credit Suisse Group), Senior Guaranteed Indenture (Credit Suisse Group)
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilated, destroyed, lost or stolen, acquired by a protected purchaser within the Corporation may issue and the Trustee shall authenticate a replacement Security meaning of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 Article 8 of the Uniform Commercial Code (or any successor provision) are met. Such Holder a "PROTECTED PURCHASER"), the Company shall furnish an indemnity bond sufficient in the judgment execute and upon receipt of the Corporation and a Company Order, the Trustee to protect the Corporationshall authenticate and deliver, the Trusteein exchange for any such mutilated Security or in lieu of any such destroyed, the Paying Agentlost or stolen Security, the Registrar a new Security of like tenor and any co-registrar from any loss that any of them may suffer if Principal Amount at Maturity, bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Company pursuant to Article 3 hereof, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this Section, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Sources: Indenture (America West Holdings Corp), Indenture (Dri I Inc)
Replacement Securities. If any mutilated Security is surrendered to the Holder of a Security claims that the Security has been mutilated, destroyed, lost or stolenTrustee, the Corporation may issue Company shall execute and the Trustee shall authenticate and deliver, in exchange for such mutilated Security, a replacement new Security of the same series with identical terms as and of like tenor and principal amount and bearing a number not contemporaneously outstanding. If there shall be delivered to the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation Company and the Trustee (i) evidence to protect their satisfaction of the Corporationdestruction, the Trustee, the Paying Agent, the Registrar loss or theft of any Security and (ii) such security or indemnity as may be required by them to save each of them and any co-registrar from any loss that agent of any of them may suffer if harmless, then, in the absence of notice to the Company or the Trustee that such Security has been acquired by a Security is replaced. The Corporation bona fide purchaser, the Company shall execute and the Trustee may charge for their expenses shall authenticate and deliver, in replacing lieu of any such destroyed, lost or stolen Security, a Securitynew Security of the same series and of like tenor and principal amount and bearing a number not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, the Corporation Company in its discretion may, instead of issuing a new Security, pay such Security (without surrender thereof, thereof except in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, Company and the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security Trustee such security or indemnity as may be required by them to hold save each of them and any agent of any of them harmless, and in the case of destruction, loss or theft, evidence satisfactory to the Corporation, Company and the Trustee, the Paying Agent, the Registrar and any co-registrar, Trustee and any agent of any of them, them of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this Section, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section in lieu of any destroyed, lost or stolen Security or in exchange for any mutilated Security, Security shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and any such new Security shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesthat series duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all any other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Sources: Senior Indenture (MSCI Inc.), Senior Indenture (IHS Markit Ltd.)
Replacement Securities. If a mutilated Security is surrendered to the Registrar or if the Holder of a Security claims that the Security has been mutilatedlost, destroyed, lost destroyed or stolenwrongfully taken, the Corporation may Company shall issue and the Trustee shall authenticate a replacement Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met, such that the Holder (a) satisfies the Company or the Trustee within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and the Registrar does not register a transfer prior to receiving such notification, (b) makes such request to the Company or Trustee prior to the Security being acquired by a protected purchaser as defined in Section 8-303 of the Uniform Commercial Code (a “protected purchaser”) and (c) satisfies any other reasonable requirements of the Trustee. Such If required by the Trustee or the Company, such Holder shall must furnish an indemnity bond that is sufficient in the judgment of the Corporation Trustee and the Trustee Company to protect the CorporationCompany, the Trustee, the Paying Agent, the Registrar and any co-registrar Agent or any authenticating agent from any loss that which any of them may suffer if a Security is replaced. The Corporation Company and the Trustee may charge for their expenses in replacing a Security. If, after the delivery of such replacement Security, a protected purchaser of the original Security in lieu of which such replacement Security was issued presents for payment or registration such original Security, the Trustee shall be entitled to recover such replacement Security from the Person to whom it was delivered or any Person taking therefrom, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Trustee or the Company in connection therewith. Every replacement Security is a contractual obligation of the Company. In case any such mutilated, destroyed, lost or stolen wrongfully taken Security has become or is about to become due and payable, the Corporation Company in its discretion may, instead of issuing a new Security, pay such Security (without surrender thereof, except in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this Section, the Corporation may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security). Every new Security of any series issued pursuant to this Section in lieu of any destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional obligation of the Corporation, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same series. The provisions of this Section 2.08 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen wrongfully taken Securities.
Appears in 2 contracts
Sources: Indenture (Nabors Industries LTD), Indenture (Nabors Industries LTD)
Replacement Securities. If the Holder of a mutilated or defaced Security claims or a Security with a mutilated or defaced coupon appertaining to it surrenders such Security to the Trustee or if the Holder of a Security presents evidence to the satisfaction of the Company and the Trustee that the Security has been mutilatedlost, destroyeddestroyed or wrongfully taken or that a coupon has been lost, lost stolen or stolenwrongfully taken and surrenders the Security to which such coupon appertains with all appurtenant coupons not so lost, stolen or wrongfully taken, the Corporation may Company shall issue and the Trustee shall authenticate a replacement Security of the same series and of like tenor, with identical terms coupons corresponding to the coupons, if any, appertaining to the surrendered Security. In case any such mutilated, defaced, lost, destroyed or wrongfully taken Security or coupon has or is about to become due and payable, the Company may pay the Security or coupon instead of issuing a new Security or coupon; provided, however, that payment of principal of and any interest on and Additional Amounts with respect to Bearer Securities shall, except as otherwise provided in Section 4.02, be payable only at an office or agency located outside the United States and, unless otherwise specified as contemplated by Section 2.01, any interest on Bearer Securities exchanged if the requirements of Section 8-405 shall be payable only upon presentation and surrender of the Uniform Commercial Code (coupons appertaining thereto. If required by the Trustee or any successor provision) are met. Such Holder shall furnish the Company, an indemnity bond must be provided which is sufficient in the judgment of the Corporation Company and the Trustee to protect the Corporation, Company and the Trustee, the Paying Agent, the Registrar and Trustee or any co-registrar Agent from any loss that which any of them may suffer if a Security is replaced. The Corporation Company and the Trustee may charge the Holder for their fees and expenses in replacing a Security. In case any such mutilated, destroyed, lost or stolen Security has become due and payable, the Corporation in its discretion may, instead of issuing a new Security, pay such Security (without surrender thereof, except in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this Section, the Corporation may require the for payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)thereto. Every new replacement Security of any series issued pursuant to this Section in lieu of any destroyedseries, lost or stolen Security or in exchange for any mutilated Securitywith its coupons, shall constitute if any, is an original additional obligation of the Corporation, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, Company and shall be entitled to all of the benefits of this Indenture equally and proportionately with any and all other Securities of the same series. The provisions of that series and their coupons, if any, duly issued under this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen SecuritiesIndenture.
Appears in 2 contracts
Sources: Indenture (Natural Microsystems Corp), Indenture (Natural Microsystems Corp)
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Company shall execute and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the Corporationprincipal amount, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitycertificate number not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be redeemed or purchased by the Corporation Company pursuant to Article 3 hereof, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this SectionSection 2.07, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section 2.07 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such security and/or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Company shall execute and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the Corporationprincipal amount, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitycertificate number not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Company pursuant to Article 3 hereof, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this SectionSection 2.07, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section 2.07 in lieu of any destroyedmutilated, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional obligation of the Corporation, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, constitute an additional obligation of the Company and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Sources: Indenture (Charming Shoppes Inc), Indenture (Parker Drilling Co /De/)
Replacement Securities. If a mutilated Security is surrendered to the Registrar or if the Holder of a Security claims that the Security has been mutilatedlost, destroyed, lost destroyed or stolenwrongfully taken, the Corporation may Company shall issue and the Trustee shall authenticate a replacement Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met, such that the Securityholder (a) satisfies the Company or the Trustee within a reasonable time after such Securityholder has notice of such loss, destruction or wrongful taking and the Registrar does not register a transfer prior to receiving such notification, (b) makes such request to the Company or Trustee prior to the Security being acquired by a protected purchaser as defined in Section 8-303 of the Uniform Commercial Code (a "protected purchaser") and (c) satisfies any other reasonable requirements of the Trustee. Such If required by the Trustee or the Company, such Holder shall must furnish an indemnity bond that is sufficient in the judgment of the Corporation Trustee and the Trustee Company to protect the CorporationCompany, the Trustee, the Paying Agent, the Registrar and any co-registrar Agent or any authenticating agent from any loss that which any of them may suffer if a Security is replaced. The Corporation Company and the Trustee may charge for their expenses in replacing a Security. If, after the delivery of such replacement Security, a bona fide purchaser of the original Security in lieu of which such replacement Security was issued presents for payment or registration such original Security, the Trustee shall be entitled to recover such replacement Security from the Person to whom it was delivered or any Person taking therefrom, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Trustee or the Company in connection therewith. Every replacement Security is a contractual obligation of the Company. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, the Corporation Company in its discretion may, instead of issuing a new Security, pay such Security (without surrender thereof, except in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this Section, the Corporation may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security). Every new Security of any series issued pursuant to this Section in lieu of any destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional obligation of the Corporation, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same series. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Sources: Indenture (Nabors Industries LTD), Indenture (Nabors Industries LTD)
Replacement Securities. If (a) any mutilated ------------------------------------ Security is surrendered to the Holder Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Company shall execute, and the Trustee, upon receipt of a Company Order, shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the CorporationPrincipal Amount at Maturity, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Company pursuant to Article 3 hereof, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this Section, the Corporation Company may require the payment of Holder thereof to pay a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 2 contracts
Sources: Indenture (Lowes Companies Inc), Indenture (Lowes Companies Inc)
Replacement Securities. If any mutilated Security is surrendered to the Trustee or if the Holder of a Security claims and submits an affidavit or other evidence, satisfactory to the Trustee and the Company, to the effect that the Security has been mutilatedlost, destroyed, lost destroyed or stolen, the Corporation may Company shall issue and the Trustee Trustee, upon receipt of the authentication order of the Company in the form of an Officers' Certificate, shall authenticate a replacement Security of the same series with identical terms as the Securities exchanged if the Trustee's requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such If required by the Trustee or the Company, such Holder shall furnish must provide an indemnity bond or other indemnity, sufficient in the judgment of both the Corporation Company and the Trustee Trustee, to protect the CorporationCompany, the Trustee, the Paying Agent, the Registrar and Trustee or any co-registrar agent thereof from any loss that which any of them may suffer if a Security is replaced. The Corporation Company and the Trustee may charge such Holder for their expenses in replacing a Security. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, the Corporation Company in its discretion discretion, but subject to any conversion rights, may, instead of issuing a new Security, pay such Security (without surrender thereofSecurity, except upon satisfaction of the conditions set forth in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this Section, the Corporation may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)preceding paragraph. Every new Security of any series issued pursuant to this Section 2.07 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and such new Security shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies of any Holder with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 1 contract
Sources: Indenture (Avatar Holdings Inc)
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Trustee or (b) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilated, destroyed, lost or stolen, acquired by a protected purchaser within the Corporation may issue and the Trustee shall authenticate a replacement Security meaning of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 Article 8 of the Uniform Commercial Code (or any successor provision) are met. Such Holder a "Protected Purchaser"), the Company shall furnish an indemnity bond sufficient in the judgment execute and upon receipt of the Corporation and a Company Order, the Trustee to protect the Corporationshall authenticate and deliver, the Trusteein exchange for any such mutilated Security or in lieu of any such destroyed, the Paying Agentlost or stolen Security, the Registrar a new Security of like tenor and any co-registrar from any loss that any of them may suffer if Principal Amount, bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Company pursuant to Article 3 hereof, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this Section, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) in connection therewith. Every new Security of any series issued pursuant to this Section in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 1 contract
Sources: Indenture (Apex Silver Mines LTD)
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Company, a Registrar or the Trustee, or (b) the Company, the Registrar and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and, in either case, there is delivered to the Company, the Registrar and the Trustee such security or indemnity as shall be reasonably required by them to save each of them harmless, then, in the absence of notice to the Company, such Registrar or the Trustee that the such Security has been mutilatedacquired by a bona fide or protected purchaser, the Company shall issue, and the Trustee shall, upon receipt of a Company Order (which the Company agrees to deliver promptly), authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the Corporationprincipal amount, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be redeemed pursuant to Article 3 or purchased by the Corporation Company pursuant to Article 4 or Article 5, the Company in its discretion may, instead of issuing a new Security, pay pay, redeem or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporationmay be, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofaccordance herewith. Upon the issuance of any new Security Securities under this SectionSection 2.7, the Corporation Company may require the payment of a sum sufficient to cover any tax tax, assessment or other governmental charge that may be imposed in relation thereto and any other reasonable expenses in connection therewith (including all the reasonable fees and expenses of the Trustee, Trustee or the Paying Agent, the Registrar and any co-registrar for such Security)Registrar) in connection therewith. Every new Security of any series issued pursuant to this Section 2.7 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued and outstanding hereunder. The provisions of this Section 2.7 are (to the extent lawful) exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 1 contract
Sources: Indenture (Unisource Energy Corp)
Replacement Securities. If any mutilated Security is surrendered to the Holder Trustee, or the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them and each Subsidiary Guarantor harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilated, destroyed, lost or stolen, acquired by a protected purchaser (within the Corporation may issue and the Trustee shall authenticate a replacement Security of the same series with identical terms as the Securities exchanged if the requirements meaning of Section 8-405 303 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient as adopted in the judgment State of New York), the Corporation Company shall execute, and upon the Company’s written request the Trustee to protect shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a new Security of like tenor and principal amount, bearing a number not contemporaneously outstanding and having endorsed thereon the Corporation, Guarantees executed by the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a SecuritySubsidiary Guarantors. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Company pursuant to Article 3 hereof, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this Section, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany and the respective Subsidiary Guarantors, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 1 contract
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Company or the Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Company shall execute in exchange for any such mutilated Security of any series or in lieu of any such destroyed, lost or stolenstolen Security of any series, a new Security of the Corporation may issue same series and of like tenor and principal amount, bearing a number not contemporaneously outstanding, and the Trustee shall authenticate a replacement and make such new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation and the Trustee to protect the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge available for their expenses in replacing a Securitydelivery. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be redeemed by the Corporation Company pursuant to Article 3 hereof, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this SectionSection 2.09, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) in connection therewith. Every new Security of any series issued pursuant to this Section 2.09 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the Corporation, Company whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately ratably with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section 2.09 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 1 contract
Sources: Indenture (Pennsylvania Electric Co)
Replacement Securities. (a) If any mutilated Security is surrendered to the Holder Company, a Registrar or the Trustee, and the Company, a Registrar and the Trustee receive evidence to their satisfaction of a Security claims the ownership, destruction, loss or theft of any Security, and there is delivered to the Company, the applicable Registrar and the Trustee such security or indemnity as will be required by each of them to save each of them harmless, then, in the absence of notice to the Company, such Registrar or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Company shall execute, and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code like tenor and principal amount, bearing a number not contemporaneously outstanding.
(or any successor provisionb) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation and the Trustee to protect the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Security. In case If any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased or redeemed by the Corporation Company pursuant to Article III, or converted pursuant to Article IV, the Company in its discretion may, instead of issuing a new Security, pay pay, redeem, purchase or convert such Security (without surrender thereofSecurity, except in as the case of a mutilated Securitymay be.
(c) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security Securities under this SectionSection 2.9, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses in connection therewith (including all the reasonable fees and expenses of the Trustee, Trustee or the Paying Agent, the Registrar and any co-registrar for such Security). Registrar) in connection therewith.
(d) Every new Security of any series issued pursuant to this Section 2.9 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same series. duly issued hereunder.
(e) The provisions of this Section 2.9 are (to the extent lawful) exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 1 contract
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Company shall execute and the Trustee, upon receipt of a Company Order, shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the Corporationprincipal amount, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitycertificate number not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Company pursuant to Article 3 hereof, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this SectionSection 2.7, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section 2.7 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section 2.7 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 1 contract
Sources: Indenture (Memberworks Inc)
Replacement Securities. (a) If any mutilated Security is surrendered to the Holder Issuer, a Registrar or the Trustee, or the Issuer, the Guarantors, a Registrar and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Issuer, the Guarantors, the applicable Registrar and the Trustee such security or indemnity as will be required by them to save each of them harmless, then, in the absence of notice to the Issuer, the Guarantors, such Registrar or the Trustee that the such Security has been mutilatedacquired by a protected purchaser, the Issuer shall execute, and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code like tenor and principal amount having a Guarantee endorsed thereon, and bearing a number not contemporaneously outstanding.
(or any successor provisionb) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation and the Trustee to protect the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Security. In case If any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Issuer pursuant to Article 3, or exchanged pursuant to Article 4, the Issuer in its discretion may, instead of issuing a new Security, pay pay, purchase or exchange such Security (without surrender thereofSecurity, except in as the case of a mutilated Securitymay be.
(c) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security Securities under this SectionSection 2.09, the Corporation Issuer may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto as a result of any Securities, at the request of any Holder, being issued to a Person other than such Holder and any other reasonable expenses in connection therewith (including all the reasonable fees and expenses of the Trustee, Trustee or the Paying Agent, the Registrar and any co-registrar for such Security). Registrar) in connection therewith.
(d) Every new Security of any series issued pursuant to this Section 2.09 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the Corporation, Issuer and each Guarantor whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same series. duly issued hereunder.
(e) The provisions of this Section 2.09 are (to the extent lawful) exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 1 contract
Sources: Indenture (Northstar Realty)
Replacement Securities. If any mutilated Security is surrendered to the Holder Trustee, together with such security or indemnity as may be required by the Corporation or the Trustee to save each of them and any agent of either of them harmless, the Corporation shall execute and the Trustee shall authenticate and deliver in exchange therefor a new Security claims of the same series and of like tenor and principal amount and bearing a number not contemporaneously outstanding and shall cancel and dispose of such mutilated security in accordance with its customary procedures. If there shall be delivered to the Corporation and the Trustee (i) evidence to their satisfaction of the destruction, loss or theft of any Security and (ii) such security or indemnity as may be required by them to save each of them and any agent of either of them harmless, then, in the absence of notice to the Corporation or the Trustee that the such Security has been acquired by a bona fide purchaser, the Corporation shall execute and the Trustee shall authenticate and deliver, in lieu of any such mutilated, destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as and of like tenor and principal amount and bearing a number not contemporaneously outstanding. If, after the Securities exchanged if the requirements delivery of Section 8-405 such new Security, a bona fide purchaser of the Uniform Commercial Code (original Security in lieu of which such new Security was issued presents for payment or registration such original Security, the Trustee shall be entitled to recover such new Security from the party to whom it was delivered or any successor provision) are met. Such Holder party taking therefrom, except a bona fide purchaser, and shall furnish an be entitled to recover upon the security or indemnity bond sufficient in provided therefor to the judgment extent of any loss, damage, cost or expense incurred by the Corporation and the Trustee to protect the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securityconnection therewith. In case any such mutilated, destroyed, lost or stolen Security has become due and payable, the Corporation in its discretion may, instead of issuing a new Security, pay such Security (without surrender thereof, except in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this Section, the Corporation may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security). Every new Security of any series issued pursuant to this Section in lieu of any destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional obligation of the Corporation, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same series. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 1 contract
Sources: Indenture (Lockheed Martin Corp)
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Company or the Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilatedacquired by a BONA FIDE purchaser, the Company shall execute, and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the CorporationPrincipal Amount, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Company pursuant to Article 3 hereof, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this Section, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) in connection therewith. Every new Security of any series issued pursuant to this Section in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 1 contract
Sources: Indenture (Costco Companies Inc)
Replacement Securities. If (a) any mutilated Security is ---------------------- surrendered to the Holder Company or the Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Company shall execute, and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the CorporationContingent Principal Amount, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Company pursuant to Article 3 hereof, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this Section, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) in connection therewith. Every new Security of any series issued pursuant to this Section in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 1 contract
Sources: Indenture (Merrill Lynch & Co Inc)
Replacement Securities. If any mutilated Security is surrendered to the Holder of a Security claims that the Security has been mutilated, destroyed, lost or stolenTrustee, the Corporation may Company shall issue and the Trustee shall authenticate a replacement Security of the same series with identical terms as the Securities exchanged execute and, if the requirements of Section 8-405 of the Uniform Commercial Code (or are met and the Holder satisfies any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment other reasonable requirements of the Corporation and the Trustee to protect the Corporation, Company or the Trustee, the Paying Agent, Trustee shall authenticate and deliver in exchange therefor a new Security of the Registrar same Series and any co-registrar from any loss that any of them may suffer if like tenor and principal amount and bearing a Security is replacednumber not contemporaneously outstanding. The Corporation If there shall be delivered to the Company and the Trustee (i) evidence to their satisfaction of the destruction, loss or theft of any Security and (ii) such security or indemnity as may charge be required by them to save each of them and any agent of either of them harmless, then, in the absence of written notice to the Company or a Trust Officer of the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall execute and upon its request the Trustee shall authenticate and make available for their expenses delivery, in replacing lieu of any such destroyed, lost or stolen Security, a Securitynew Security of the same Series and of like tenor and principal amount and bearing a number not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, the Corporation Company in its discretion may, instead of issuing a new Security, pay such Security (without surrender thereof, except in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this Section, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series Series issued pursuant to this Section in lieu of any destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional obligation of the CorporationCompany, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesthat Series duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 1 contract
Sources: Indenture (Coors Adolph Co)
Replacement Securities. (a) If (1) any mutilated Security is surrendered to the Holder Trustee, or (2) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee, such security or indemnity, in each case, as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilatedacquired by a protected purchaser, the Company shall execute and upon a Company Request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code like tenor and principal amount, bearing a number not contemporaneously outstanding.
(or any successor provisionb) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation and the Trustee to protect the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Security. In case If any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be redeemed or purchased by the Corporation Company pursuant to Article 3, or converted pursuant to Article 4, the Company in its discretion may, instead of issuing a new Security, pay pay, redeem, purchase or convert such Security (without surrender thereofSecurity, except in as the case of a mutilated Securitymay be.
(c) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security Securities under this SectionSection 2.08, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of counsel and the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security). ) in connection therewith.
(d) Every new Security of any series issued pursuant to this Section 2.08 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationHouston 3170417v.7 Company, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same series. duly issued hereunder.
(e) The provisions of this Section 2.08 are (to the extent lawful) exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 1 contract
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilated, destroyed, lost or stolen, acquired by a protected purchaser within the Corporation may issue and the Trustee shall authenticate a replacement Security meaning of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 Article 8 of the Uniform Commercial Code (or any successor provision) are met. Such Holder a "Protected Purchaser"), the Company shall furnish an indemnity bond sufficient in the judgment execute and upon receipt of the Corporation and a Company Order, the Trustee to protect the Corporationshall authenticate and deliver, the Trusteein exchange for any such mutilated Security or in lieu of any such destroyed, the Paying Agentlost or stolen Security, the Registrar a new Security of like tenor and any co-registrar from any loss that any of them may suffer if Principal Amount, bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Company pursuant to Article 3 hereof, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this Section, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 1 contract
Sources: Indenture (Mesa Air Group Inc)
Replacement Securities. If the Holder of (a) any mutilated Security or a Security claims with a mutilated Coupon is surrendered to the Company or the Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such Security and/or Coupon or indemnity as may reasonably be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Company shall execute in exchange for any such mutilated Security and/or Coupon, or in lieu of any such destroyed, lost or stolenstolen Security, a new Security with any related Coupon of the Corporation may issue same series and of like tenor and principal amount bearing a number not contemporaneously outstanding and the Trustee shall authenticate a replacement and make such new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation and the Trustee to protect the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge available for their expenses in replacing a Securitydelivery. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be redeemed by the Corporation Company pursuant to Article Eleven, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security (without surrender thereof, except in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent related Coupon, as the case may be; provided, however, that payment of principal of, premium, if any, or interest on or any of themAdditional Amounts with respect to any Bearer Securities shall, except as otherwise provided in Section 1002, be payable only at an Office or Agency for such Securities located outside the United States and, unless otherwise provided in or pursuant to this Indenture, any interest on Bearer Securities and any Additional Amounts with respect to such interest shall be payable only upon presentation and surrender of the destruction, loss or theft of such Security and the ownership thereofrelated Coupons. Upon the issuance of any new Security Securities, with its Coupons, if any, under this Section, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the reasonable fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security). Every new Security of any series issued pursuant to this Section ) in lieu of any destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional obligation of the Corporation, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same series. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securitiesconnection therewith.
Appears in 1 contract
Sources: Indenture (Hercules Inc)
Replacement Securities. (a) If any mutilated Security is surrendered to the Holder Company, a Registrar or the Trustee, or the Company, a Registrar and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company, the applicable Registrar and the Trustee such security or indemnity as will be required by them to save each of them harmless, then, in the absence of notice to the Company, such Registrar or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Company shall execute, and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code like tenor and principal amount, bearing a number not contemporaneously outstanding.
(or any successor provisionb) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation and the Trustee to protect the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Security. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased or redeemed by the Corporation Company pursuant to Article 3, the Company in its discretion may, instead of issuing a new Security, pay pay, redeem, or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Securitymay be.
(c) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security Securities under this SectionSection 2.7, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses in connection therewith (including all the reasonable fees and expenses of the Trustee, Trustee or the Paying Agent, the Registrar and any co-registrar for such Security). Registrar) in connection therewith.
(d) Every new Security of any series issued pursuant to this Section 2.7 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same series. duly issued hereunder.
(e) The provisions of this Section 2.7 are (to the extent lawful) exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 1 contract
Sources: Indenture (Dicks Sporting Goods Inc)
Replacement Securities. If (a) any mutilated ---------------------------------------- Security is surrendered to the Holder Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Company shall execute and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the CorporationPrincipal Amount at Maturity, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Company pursuant to Article 3 hereof, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this Section, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 1 contract
Sources: Indenture (Kohls Corporation)
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Trustee, or (b) the Company, the Guarantor and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company, the Guarantor and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of written notice to the Company or the Trustee that the such Security has been mutilated, destroyed, lost or stolen, acquired by a protected purchaser within the Corporation may issue and the Trustee shall authenticate a replacement Security meaning of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 Article 8 of the Uniform Commercial Code (or any successor provision) are met. Such Holder a "Protected Purchaser"), the Company shall furnish an indemnity bond sufficient in the judgment of the Corporation execute and the Trustee to protect the Corporationshall authenticate and deliver, the Trusteein exchange for any such mutilated Security or in lieu of any such destroyed, the Paying Agentlost or stolen Security, the Registrar a new Security of like tenor and any co-registrar from any loss that any of them may suffer if principal amount, bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Company pursuant to Article 3 hereof, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this Section, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar its agents and any co-registrar for such Security)counsel) connected therewith. Every new Security of any series issued pursuant to this Section in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 1 contract
Sources: Indenture (Amr Corp)
Replacement Securities. (a) If any mutilated Security is surrendered to the Holder Issuer, a Registrar or the Trustee, and the Issuer, a Registrar and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Issuer, the applicable Registrar and the Trustee such security or indemnity as will be required by them to save each of them harmless, then, in the absence of notice to the Issuer, such Registrar or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Issuer shall execute, and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code like tenor and principal amount, bearing a number not contemporaneously outstanding.
(or any successor provisionb) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation and the Trustee to protect the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Security. In case If any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Issuer pursuant to Article 3, or exchanged pursuant to Article 4, the Issuer in its discretion may, instead of issuing a new Security, pay pay, purchase or exchange such Security (without surrender thereofSecurity, except in as the case of a mutilated Securitymay be.
(c) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security Securities under this SectionSection 2.07, the Corporation Issuer may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto as a result of any Securities, at the request of any Holder, being issued to a Person other than such Holder and any other reasonable expenses in connection therewith (including all the reasonable fees and expenses of the Trustee, Trustee or the Paying Agent, the Registrar and any co-registrar for such Security). Registrar) in connection therewith.
(d) Every new Security of any series issued pursuant to this Section 2.07 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationIssuer, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same series. duly issued hereunder.
(e) The provisions of this Section 2.07 are (to the extent lawful) exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 1 contract
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder of a Security claims that Trustee, or (b) the Security has been mutilated, destroyed, lost or stolen, the Corporation may issue Company and the Trustee shall authenticate a replacement Security receive evidence to their satisfaction of the same series with identical terms as destruction, loss or theft of any Security, and there is delivered to the Securities exchanged if Company and the requirements of Section 8-405 of the Uniform Commercial Code (Trustee such security or any successor provision) are met. Such Holder shall furnish an indemnity bond that is sufficient in the judgment of the Corporation Company and the Trustee to protect the Corporationand save each of them harmless, the Trustee, the Paying Agent, the Registrar and along with any co-registrar agent from any loss that any of them may suffer if a Security is replaced. The Corporation and , the Company shall execute and, upon its receipt of a Company Order, the Trustee may charge shall authenticate and deliver, in exchange for their expenses any such mutilated Security or in replacing lieu of any such destroyed, lost or stolen Security, a Securitynew Security of like tenor and Principal Amount, bearing a number not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be repurchased or redeemed by the Corporation Company pursuant to Article 3 hereof, the Company in its discretion may, instead of issuing a new Security, pay pay, repurchase or redeem such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this SectionSection 2.07, the Corporation may Company may, as a condition to such issuance, require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)thereto. Every new Security of any series issued pursuant to this Section 2.07 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the mutilated destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 1 contract
Sources: Indenture (Hanover Compressor Co /)
Replacement Securities. If any mutilated Security is surrendered to the Holder Company, the Registrar or the Trustee, or the Company, the Registrar and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company, the Registrar and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company, the Registrar or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Company shall execute, and upon its written request that Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the Corporationprincipal amount, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be redeemed by the Corporation Company pursuant to Article 3, the Company in its discretion may, instead of issuing a new Security, pay or redeem such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this SectionSection 2.7, the Corporation Company may require the payment of a sum sufficient to cover any tax tax, assessment or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, Trustee or the Paying Agent, the Registrar and any co-registrar for such Security)Registrar) in connection therewith. Every new Security of any series issued pursuant to this Section 2.7 in lieu of any destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section 2.7 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 1 contract
Sources: Indenture (Sterling Software Inc)
Replacement Securities. If any mutilated Securities are surrendered to the Trustee or the Issuers or if the Holder of a Security claims that the Security has been mutilatedlost, destroyed, lost destroyed or stolenwrongfully taken, the Corporation may applicable Issuer will issue and the Trustee shall Trustee, upon receipt of an Authentication Order, will authenticate a replacement Security if the Holder satisfies any reasonable requirements of the same series with identical terms as Trustee and the Securities exchanged if Issuers. If required by the requirements of Section 8-405 of Trustee or the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish Issuers, an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Corporation Trustee and the Trustee Issuers to protect the CorporationIssuers, the Trustee, the Paying Agent, the Registrar any Agent and any co-registrar authenticating agent from any loss that any of them may suffer if a Security is replaced. The Corporation Issuers and the Trustee may charge the Holders for their each of its expenses in replacing a Security. In case any such mutilated, destroyed, lost lost, or stolen Security has become or is about to become due and payable, the Corporation applicable Issuer in its sole discretion may, instead of issuing a new Security, pay such Security (without surrender thereof, except in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this SectionSection 2.07, the Corporation applicable Issuer may require the payment of a sum sufficient to cover any tax tax, assessment, fee or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section 2.07 in exchange for any mutilated Security or in lieu of any destroyed, lost lost, or stolen Security or in exchange for any mutilated Security, shall will constitute an original additional contractual obligation of the Corporationapplicable Issuer, whether or not the mutilated, destroyed, lost lost, or stolen Security shall be at any time enforceable by anyone, and shall will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section 2.07 are exclusive and shall will preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost lost, or stolen Securities.
Appears in 1 contract
Replacement Securities. (a) If (i) any mutilated Security is surrendered to the Holder Trustee, or (ii) the Partnership and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Partnership and the Trustee such security or indemnity satisfactory to them to save each of them harmless, then, in the absence of notice to the Partners or the Trustee that the such Security has been mutilated, destroyed, lost or stolen, acquired by a protected purchaser within the Corporation may issue and the Trustee shall authenticate a replacement Security meaning of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 Article 8 of the Uniform Commercial Code (or any successor provision) are met. Such Holder a "Protected Purchaser"), the Partnership shall furnish an indemnity bond sufficient in the judgment execute and upon receipt of the Corporation and a Partnership Order, the Trustee to protect the Corporationshall authenticate and deliver, the Trusteein exchange for any such mutilated Security or in lieu of any such destroyed, the Paying Agentlost or stolen Security, the Registrar a new Security of like tenor and any co-registrar from any loss that any of them may suffer if Principal Amount, bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Security. number not contemporaneously outstanding.
(b) In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be redeemed by the Corporation Partnership pursuant to Article 3 hereof, the Partnership in its discretion may, instead of issuing a new Security in the name of the Partnership, pay or purchase such Security, pay such Security (without surrender thereof, except in as the case of a mutilated Securitymay be.
(c) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security Securities under this Section, the Corporation Partnership may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security). ) connected therewith.
(d) Every new Security of any series issued pursuant to this Section in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationPartnership, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same series. duly issued hereunder.
(e) The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 1 contract
Replacement Securities. (a) If any mutilated Security is surrendered to the Holder Company, a Registrar or the Trustee, and the Company, a Registrar and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company, the applicable Registrar and the Trustee such security or indemnity as will be required by them to save each of them harmless, then, in the absence of notice to the Company, such Registrar or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Company shall execute, and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code like tenor and principal amount, bearing a number not contemporaneously outstanding.
(or any successor provisionb) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation and the Trustee to protect the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Security. In case If any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased or redeemed by the Corporation Company pursuant to Article 3, or converted pursuant to Article 4, the Company in its discretion may, instead of issuing a new Security, pay pay, redeem, purchase or convert such Security (without surrender thereofSecurity, except in as the case of a mutilated Securitymay be.
(c) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security Securities under this SectionSection 2.07, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses in connection therewith (including all the reasonable fees and expenses of the Trustee, Trustee or the Paying Agent, the Registrar and any co-registrar for such Security). Registrar) in connection therewith.
(d) Every new Security of any series issued pursuant to this Section 2.07 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same series. duly issued hereunder.
(e) The provisions of this Section 2.07 are (to the extent lawful) exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 1 contract
Sources: Indenture (Pinnacle Airlines Corp)
Replacement Securities. If (a) any mutilated Security ------------------------------------- is surrendered to the Holder Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Company shall execute and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the CorporationPrincipal Amount at Maturity, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Company pursuant to Article 3 hereof, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this Section, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 1 contract
Sources: Indenture (Danaher Corp /De/)
Replacement Securities. If (a) any mutilated Security is surrendered to the Holder Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Company shall execute and, upon the Company's written request, the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the Corporationprincipal amount, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if bearing a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Corporation Company pursuant to Article 3, the Company in its discretion (but subject to any conversion rights) may, instead of issuing a new Security, pay or purchase such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this SectionSection 2.7, the Corporation Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section 2.7 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same seriesduly issued hereunder. The provisions of this Section 2.7 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securities.
Appears in 1 contract
Sources: Indenture (Amerus Group Co/Ia)
Replacement Securities. If (i) any mutilated Security is surrendered to the Holder Trustee, or (ii) the Company and the Trustee receive evidence to their satisfaction of a Security claims the destruction, loss or theft of any Security, and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that the such Security has been mutilatedacquired by a bona fide purchaser, the Company shall execute and, upon its written request, the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolenstolen Security, the Corporation may issue and the Trustee shall authenticate a replacement new Security of the same series with identical terms as the Securities exchanged if the requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Corporation like tenor and the Trustee to protect the CorporationPrincipal Amou▇▇, the Trustee, the Paying Agent, the Registrar and any co-registrar from any loss that any of them may suffer if ▇▇aring a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Securitynumber not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be repurchased or redeemed by the Corporation Company pursuant to Article 3 hereof, the Company in its discretion may, instead of issuing a new Security, pay pay, repurchase or redeem such Security (without surrender thereofSecurity, except in as the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereofbe. Upon the issuance of any new Security Securities under this SectionSection 2.07, the Corporation may Company may, as a condition to such issuance, require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including all the fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security)) connected therewith. Every new Security of any series issued pursuant to this Section 2.07 in lieu of any mutilated, destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional contractual obligation of the CorporationCompany, whether or not the mutilated destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of the same series. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Securitiesduly issued hereunder.
Appears in 1 contract
Sources: Indenture (Austin Funding Com Corp)