Common use of Series of Notes Clause in Contracts

Series of Notes. Subject to the satisfaction or waiver of the requirements of Sections 2 and 15 of the Participation Agreement, as applicable, and except as otherwise provided in any Supplemental Indenture, the Lessor shall have the right from time to time to issue Notes to provide (a) a portion of the Lessor's Purchase Price of the Leased Property, (b) sufficient funds to redeem all or a portion of the principal of Notes of any series theretofore authenticated and delivered hereunder which are to be redeemed, or (c) for all or a portion of the amount of any Supplemental Financing of any Alteration in excess of the corresponding Additional Equity Investment. The terms, conditions, designations and maximum aggregate principal amount of each series of such Notes (to the extent not inconsistent with this Indenture) shall be set forth in a Supplemental Indenture executed by the Lessor and the Indenture Trustee; provided that (i) no Premium or penalty shall be payable as a result of (a) the redemption of such Notes occurring as a result of an Event of Loss or a Total Taking or (b) the payment of such Notes after the declaration of acceleration of such Notes or in connection with the occurrence of an Indenture Event of Default other than as provided in Section 7.2(a) and (ii) the Interest Payment Dates for all Notes and the regular Record Dates for all Notes shall not differ. The Indenture Trustee shall authenticate and deliver Notes in accordance with the provisions of such Supplemental Indenture upon receipt by the Indenture Trustee of the following documents: (i) a copy of such Supplemental Indenture and the certificates representing such Notes together with a Lessor Request that the Indenture Trustee execute such Supplemental Indenture and authenticate such Notes; (ii) an Officer's Certificate of each of the Lessor and the Owner Participant stating that no Indenture Event of Default attributable to it has occurred and is continuing; (iii) an Officer's Certificate of the Lessee stating that the requirements of the Participation Agreement and the Lease, as appropriate, for the issuance of such Notes have been met or waived; (iv) an Officer's Certificate of the Lessee stating that no Default or Event of Default (or, in the case of a refinancing pursuant to Section 15 of the Participation Agreement, no Material Default) has occurred and is continuing; (v) an Officer's Certificate of the Guarantor stating that no default or breach of any of the Guarantor's obligations under the Guarantee has occurred and is continuing; (vi) an Officer's Certificate of the Lessee and an Opinion of Counsel stating that all requirements for, and conditions precedent to, the issuance of such Notes under this Indenture and the related Supplemental Indenture have been satisfied; (vii) so long as the Pass Through Trust holds any Notes, an opinion of counsel reasonably satisfactory to the Pass Through Trustee to the effect that the issuance of such Alteration Notes does not cause, nor can it be reasonably foreseen to cause, the Pass Through Trust to become an "investment company," as defined in the Investment Company Act of 1940, as amended; (viii) other than an issuance in connection with a refinancing of all Outstanding Notes, a Rating Agency Confirmation from each Rating Agency; and (ix) such additional information, documents, certificates and opinions as shall be reasonably requested by the Indenture Trustee.

Series of Notes. Subject (a) The Initial Notes and, if issued, any Additional Notes will be treated as a single class for the purposes of this Indenture, with respect to waivers, amendments, and all other matters, except as otherwise provided for in this Indenture or specified by the Issuer in relation to such Additional Notes in accordance with this Section 2.16. Additional Notes may be designated to be of the same series as the Initial Notes, but only if they have terms substantially identical in all material respects to the satisfaction Initial Notes. (b) Except as provided in Section 2.16(c), any Additional Notes issued hereunder shall have substantially identical terms and conditions to the Initial Notes. For the avoidance of doubt, subject to the limitations set forth in Article XI of this Indenture, any Additional Notes issued hereunder shall be secured by the Collateral pursuant to the Security Documents and guaranteed by the Guarantors, in each case to the same extent possible as the Initial Notes and references to the Notes shall be deemed to include the Initial Notes as well as such Additional Notes. (c) At or waiver prior to the issuance of any series of Additional Notes (other than Additional Notes issued in respect of PIK Interest), the requirements following terms and conditions shall be established pursuant to an Officer’s Certificate and supplemental indenture: (1) the title of such Additional Notes; (2) the aggregate principal amount of such Additional Notes to be authenticated and delivered pursuant to this Indenture; (3) the date or dates on which such Additional Notes will be issued and will mature; (4) the rate or rates at which such Additional Notes shall bear interest and, if applicable, the interest rate basis, formula or other method of determining such interest rate or rates, the date or dates from which such interest shall accrue, the interest payment dates on which such interest shall be payable or the method by which such dates will be determined, the record dates for the determination of Holders thereof to whom such interest is payable and the basis upon which such interest will be calculated; (5) the currency or currencies in which such Additional Notes shall be denominated and the currency in which cash or government obligations in connection with such series of Additional Notes may be payable under Article VIII and Article XIII of this Indenture; (6) the date or dates and price or prices at which, the period or periods within which, and the terms and conditions upon which, such Additional Notes may be redeemed, in whole or in part; (7) if other than denominations of €100,000 and in integral multiples of €1.00 in excess thereof, the denominations in which such Additional Notes shall be issued and redeemed pursuant to Article III and the minimum denominations which shall be applicable with respect to such series of Additional Notes pursuant to Sections 2 4.07 and 15 4.12 of this Indenture; and (8) the Participation AgreementISIN and Common Code, as applicable, or other securities identification numbers with respect to such Additional Notes. (d) The Issuer shall deliver such Officer’s Certificate and except as otherwise provided in any Supplemental Indenturesupplemental indenture, along with the Lessor shall have the right from time to time to issue Notes to provide (a) a portion of the Lessor's Purchase Price of the Leased Propertydocuments required by Section 14.03, (b) sufficient funds to redeem all or a portion of the principal of Notes of any series theretofore authenticated and delivered hereunder which are to be redeemed, or (c) for all or a portion of the amount of any Supplemental Financing of any Alteration in excess of the corresponding Additional Equity Investment. The terms, conditions, designations and maximum aggregate principal amount of each series of such Notes (to the extent not inconsistent with this Indenture) shall be set forth in a Supplemental Indenture executed by the Lessor and the Indenture Trustee; provided that (i) no Premium or penalty shall be payable as a result of (a) the redemption of such Notes occurring as a result of an Event of Loss or a Total Taking or (b) the payment of such Notes after the declaration of acceleration of such Notes or in connection with the occurrence of an Indenture Event of Default other than as provided in Section 7.2(a) and (ii) the Interest Payment Dates for all Notes and the regular Record Dates for all Notes shall not differ. The Indenture Trustee shall authenticate and deliver Notes in accordance with the provisions of such Supplemental Indenture upon receipt by the Indenture Trustee of the following documents: (i) a copy of such Supplemental Indenture and the certificates representing such Notes together with a Lessor Request that the Indenture Trustee execute such Supplemental Indenture and authenticate such Notes; (ii) an Officer's Certificate of each of the Lessor and the Owner Participant stating that no Indenture Event of Default attributable prior to it has occurred and is continuing; (iii) an Officer's Certificate of the Lessee stating that the requirements of the Participation Agreement and the Lease, as appropriate, for the issuance of such series with the form or forms of Additional Notes which have been met or waived;approved attached thereto. (ive) an Officer's Certificate If the Additional Notes are not fungible with the Initial Notes for U.S. federal income tax purposes, the Additional Notes will have a ISIN or other identifying number that is different from that of the Lessee stating that no Default or Event of Default (or, in the case of a refinancing pursuant to Section 15 of the Participation Agreement, no Material Default) has occurred and is continuing; (v) an Officer's Certificate of the Guarantor stating that no default or breach of any of the Guarantor's obligations under the Guarantee has occurred and is continuing; (vi) an Officer's Certificate of the Lessee and an Opinion of Counsel stating that all requirements for, and conditions precedent to, the issuance of such Notes under this Indenture and the related Supplemental Indenture have been satisfied; (vii) so long as the Pass Through Trust holds any Initial Notes, an opinion of counsel reasonably satisfactory to the Pass Through Trustee to the effect that the issuance of such Alteration Notes does not cause, nor can it be reasonably foreseen to cause, the Pass Through Trust to become an "investment company," as defined in the Investment Company Act of 1940, as amended; (viii) other than an issuance in connection with a refinancing of all Outstanding Notes, a Rating Agency Confirmation from each Rating Agency; and (ix) such additional information, documents, certificates and opinions as shall be reasonably requested by the Indenture Trustee.