Common use of Supplemental Indentures Without Consent of Holders Clause in Contracts

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities; (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (3) to add any additional Events of Default; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07; (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (12) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.

Appears in 19 contracts

Sources: Indenture (FMC Corp), Indenture (FMC Corp), Indenture (FMC Corp)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, hereto for any of the following purposes: (1) to evidence the succession of another Person to the Company Company, or successive successions, and the assumption by any such successor of the covenants and obligations of the Company herein and in the Securities;Securities in compliance with Article 8; or (2) to add to the covenants of the Company for the benefit of the Holders of all any one or any more series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) ), to convey, transfer, assign, mortgage or pledge any property to or with the Trustee or otherwise secure any series of the Securities, including provisions regarding the circumstances under which collateral may be released or substituted, to surrender any right or power herein conferred upon the Company;Company or to comply with any requirement of the Commission or otherwise in connection with the qualification of this Indenture or any supplemental indenture under the Trust Indenture Act; or (3) to add any additional Events of Default;Default for the benefit of the Holders of any one or more series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons;, or to permit or facilitate the issuance of Securities in global form or uncertificated form; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Outstanding Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor provision, or (ii) adversely affect modify the rights of the any Holder of any Outstanding Security with respect to such Security in any material respect provision, or (B) shall become effective only when there is no such Security then Outstanding;; or (6) to secure add or provide for a guaranty or guarantees of the Securities or additional obligors on the Securities;; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 3.01;3.1; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.11; or (119) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (12) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, to cure any ambiguity or omission, to correct any mistake, or to conform to any prospectus pursuant to which Securities of any series were offered; or (10) to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests rights of the Holders any Holder of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indentureseries; or (1411) to comply with make any requirements change that does not adversely affect the rights of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Actany Holder.

Appears in 18 contracts

Sources: Indenture (BofI Holding, Inc.), Indenture (BofI Holding, Inc.), Indenture (Umb Financial Corp)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the CompanyCompany , when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, hereto for any of the following purposes: (1) to evidence the succession of another Person to the Company Company, or successive successions, and the assumption by any such successor of the covenants and obligations of the Company herein and in the Securities;Securities in compliance with Article 8; or (2) to add to the covenants of the Company for the benefit of the Holders of all any one or any more series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) ), to convey, transfer, assign, mortgage or pledge any property to or with the Trustee or otherwise secure any series of the Securities, including provisions regarding the circumstances under which collateral may be released or substituted, to surrender any right or power herein conferred upon the Company;Company or to comply with any requirement of the Commission or otherwise in connection with the qualification of this Indenture or any supplemental indenture under the Trust Indenture Act; or (3) to add any additional Events of Default;Default for the benefit of the Holders of any one or more series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons;, or to permit or facilitate the issuance of Securities in global form or uncertificated form; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Outstanding Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor provision, or (ii) adversely affect modify the rights of the any Holder of any Outstanding Security with respect to such Security in any material respect provision, or (B) shall become effective only when there is no such Security then Outstanding;; or (6) to secure add or provide for a guaranty or guarantees of the Securities or additional obligors on the Securities;; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 3.01;3.1; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.11; or (119) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (12) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, to cure any ambiguity or omission, to correct any mistake, or to conform to any prospectus pursuant to which Securities of any series were offered; or (10) to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests rights of the Holders any Holder of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indentureseries; or (1411) to comply with make any requirements change that does not adversely affect the rights of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Actany Holder.

Appears in 18 contracts

Sources: Indenture (Enterprise Financial Services Corp), Indenture (Enterprise Financial Services Corp), Indenture (Authentidate Holding Corp)

Supplemental Indentures Without Consent of Holders. Without Notwithstanding Section 9.02, without the consent of any Holders, the Company, when authorized by or pursuant to a Board Resolution, and the TrusteeTrustees, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the TrusteeTrustees, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company contained herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;Default (and if such Events of Default are to be for the benefit of less than all series of Securities, stating that such Events of Default are being included solely for the benefit of such series); or (4) to add delete or modify any Events of Default with respect to or change any a series of the provisions Securities, the form and terms of this Indenture which are being established pursuant to such extent supplemental indenture as shall be necessary to permit or facilitate the issuance of Securities permitted in bearer form, registrable or not registrable as to principal, and with or without interest coupons;Section 3.01; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, Indenture; provided that any such addition, change or elimination (A) shall neither (i) apply to any become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture and which is entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding;provision; or (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01;; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (107) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.10; or (11) 8) to make provisions close this Indenture with respect to the conversion rights authentication and delivery of Holders pursuant to the requirements additional series of Article XIV;Securities; or (129) to cure any ambiguity, ambiguity or to correct or supplement any provision contained herein or in any indenture supplemental hereto which may be defective or inconsistent with any other provision hereincontained herein or in any supplemental indenture or to conform the terms hereof, as amended and supplemented, that are applicable to the Securities of any series to the description of the terms of such Securities in the offering memorandum, prospectus supplement or other offering document applicable to such Securities at the time of initial sale thereof; or (10) to make any other provisions change in any series of Securities that does not adversely affect in any material respect the rights of the Holders of such Securities; or (11) to add to or change or eliminate any provision of this Indenture as shall be necessary or desirable in accordance with respect any amendments to matters or questions arising under this Indenture, provided that such action pursuant to this clause the Trust Indenture Act; or (12) to supplement any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the defeasance and discharge of any series of Securities pursuant to Sections 4.01, 14.02 and 14.03; provided that any such action shall not adversely affect the interests of the Holders of Securities of such series or any other series of Securities in any material respect;; or (13) to conform any provision modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to effect the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification qualifications of this Indenture under any applicable law of the Trust Indenture ActUnited States and Canada or of any province or territory thereof to the extent they do not conflict with the applicable law of the United States heretofore or hereafter enacted.

Appears in 12 contracts

Sources: Indenture (Cybin Inc.), Indenture (Cybin Inc.), Indenture (Lithium Americas Corp.)

Supplemental Indentures Without Consent of Holders. Without notice to or the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form reasonably satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;Default with respect to all or any series of Securities; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons;; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of SecuritiesIndenture, provided that any such addition, change or elimination (A) shall neither (i) apply to any become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture and which is entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding;provision; or (6) to secure the Securities;; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01;; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.11(b); or (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (129) to cure any ambiguity, defect or inconsistency or to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or ; or (10) to make any other provisions with respect to matters or questions arising under this Indenture, provided change that such action pursuant to this clause (12) shall does not materially adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenturethen Outstanding; or (1411) to comply add Guarantees with respect to any requirements or all of the Trust Indenture Act Securities; or (12) to provide for uncertificated Securities in addition to or in place of certificated Securities (provided that the uncertificated Securities are issued in registered form for purposes of Section 163(f) of the requirements Internal Revenue Code or in a manner such that the uncertificated Securities are described in Section 163(f)(2)(B) of such Code). Upon request of the Commission Company, accompanied by a Board Resolution authorizing the execution of any such supplemental indenture, and upon receipt by the Trustee of the documents described in connection (and subject to the last sentence of) Section 9.03, the Trustee shall join with maintaining the qualification Company in the execution of any supplemental indenture authorized or permitted by the terms of this Indenture under the Trust Indenture ActIndenture.

Appears in 10 contracts

Sources: Subordinated Debt Indenture (Emmis Television License Corp of Topeka), Senior Debt Indenture (Emmis Television License Corp of Topeka), Subordinated Debt Indenture (Regent Broadcasting Midwest Inc)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) to convey, transfer, assign, mortgage or pledge any property to or with the Trustee or otherwise secure any series of the Securities or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;Default with respect to all or any series of the Securities (and, if such Event of Default is applicable to less than all series of Securities, specifying the series to which such Event of Default is applicable); or (4) to add change or eliminate any of the provisions of this Indenture, provided that any such change or elimination shall become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture which is adversely affected by such change in or change elimination of such provision; or (5) to secure the Securities; or (6) to supplement any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance defeasance and discharge of any series of Securities pursuant to Section 401; provided, however, that any such action shall not adversely affect the interest of the Holders of Securities of such series or any other series of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities;respect; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 201 and 3.01;301; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;611(b); or (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (129) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) other provisions as may be made shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.

Appears in 9 contracts

Sources: Indenture (Pennzoil Quaker State Co), Indenture (Noble Corp), Indenture (Noble Drilling Corp)

Supplemental Indentures Without Consent of Holders. Without notice to or the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form reasonably satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;Default with respect to all or any series of Securities; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons;; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of SecuritiesIndenture, provided that any such addition, change or elimination (A) shall neither (i) apply to any become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture and which is entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding;provision; or (6) to secure the Securities;; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01;; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.11(b); or (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (129) to cure any ambiguity, defect or inconsistency or to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or ; or (10) to make any other provisions with respect to matters or questions arising under this Indenture, provided change that such action pursuant to this clause (12) shall does not materially adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenturethen Outstanding; or (1411) to comply add Guarantees or Guarantors with respect to all or any requirements series of the Trust Indenture Act Securities; or (12) to provide for uncertificated Securities in addition to or in place of certificated Securities (provided that the uncertificated Securities are issued in registered form for purposes of Section 163(f) of the requirements Internal Revenue Code or in a manner such that the uncertificated Securities are described in Section 163(f)(2)(B) of such Code). Upon request of the Commission Company, accompanied by a Board Resolution authorizing the execution of any such supplemental indenture, and upon receipt by the Trustee of the documents described in connection (and subject to the last sentence of) Section 9.03, the Trustee shall join with maintaining the qualification Company in the execution of any supplemental indenture authorized or permitted by the terms of this Indenture under the Trust Indenture ActIndenture.

Appears in 9 contracts

Sources: Subordinated Debt Indenture (Interline Brands, Inc./De), Senior Debt Indenture (Interline Brands, Inc./De), Subordinated Debt Indenture (Interline Brands, Inc./De)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, hereto for any of the following purposes: (1) to evidence the succession of another Person to the Company Company, or successive successions, and the assumption by any such successor of the covenants and obligations of the Company herein and in the Securities;Securities in compliance with Article 8; or (2) to add to the covenants of the Company for the benefit of the Holders of all any one or any more series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) ), to convey, transfer, assign, mortgage or pledge any property to or with the Trustee or otherwise secure any series of the Securities, including provisions regarding the circumstances under which collateral may be released or substituted, to surrender any right or power herein conferred upon the Company;Company or to comply with any requirement of the Commission or otherwise in connection with the qualification of this Indenture or any supplemental indenture under the Trust Indenture Act; or (3) to add any additional Events of Default;Default for the benefit of the Holders of any one or more series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons;, or to permit or facilitate the issuance of Securities in global form or uncertificated form; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Outstanding Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor provision, or (ii) adversely affect modify the rights of the any Holder of any Outstanding Security with respect to such Security in any material respect provision, or (B) shall become effective only when there is no such Security then Outstanding;; or (6) to secure add or provide for a guaranty or guarantees of the Securities or additional obligors on the Securities;; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 3.01;3.1; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.11; or (119) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (12) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, to cure any ambiguity or omission, to correct any mistake, or to conform to any prospectus pursuant to which Securities of any series were offered; or (10) to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant shall not adversely affect the rights of any Holder of Securities of any series; or (11) to this clause make any change that does not adversely affect the rights of any Holder; or (12) to supplement any of the provisions of the Indenture to such extent as shall be necessary to permit or facilitate the defeasance and discharge of any series of Securities pursuant to Articles 4 and 13, provided that any such action shall not adversely affect the interests of the Holders of Securities of such series or any other series of Securities in any material respect;respect as determined in good faith by the Board of Directors of the Company; or (13) make such other provisions in regards to conform any provision of this matters or questions arising under the Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained supplemental indenture hereto as the Board of Directors may deem necessary or desirable, and which does not in each case adversely affect the interest of the Holders of Securities of any supplement to series as determined in good faith by the Prospectus relating to an offering Board of debt securities under this IndentureDirectors of the Company; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining order to effect or maintain the qualification of this the Indenture under the Trust Indenture Act.

Appears in 8 contracts

Sources: Indenture (Fat Brands, Inc), Indenture (Fat Brands, Inc), Indenture (Fat Brands, Inc)

Supplemental Indentures Without Consent of Holders. Without Except as may otherwise be provided pursuant to Section 3.01 for all or any specific Securities of any series, without the consent of any Holders, the Company, when authorized by a Board Resolution, each of the Guarantors, when authorized by a Guarantor’s Board Resolution of such Guarantor, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to cure any ambiguity or omission, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture; or (2) to comply with Article VIII; or (3) to evidence the succession of another Person to the Company or a Guarantor and the assumption by any such successor of the covenants of the Company or such Guarantor herein and in the Securities;Securities or the Guarantees of such Guarantor, as the case may be; or (24) to add to the covenants of the Company or any Guarantor for the benefit of the Holders of all or any Securities of any series of Securities (and if such covenants are to be for the benefit of less than all series Securities of Securitiessuch series, stating that such covenants are expressly being included solely for the benefit of such Securities within such series) or to surrender any right or power herein conferred upon the Company;Company or any Guarantor with regard to all or any Securities of any series (and if any such surrender is to be made with regard to less than all Securities of such series, stating that such surrender is expressly being made solely with regard to such Securities within such series); or (35) to add any additional Events of Default;Default for the benefit of the Holders of all or any Securities of any series (and if such additional Events of Default are to be for the benefit of less than all Securities of such series, stating that such additional Events of Default are expressly being included solely for the benefit of such Securities within such series); or (46) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer definitive form, registrable or not registrable as to principal, and with permit or without interest coupons;facilitate the issuance of Securities in uncertificated form; or (57) to add to, change or eliminate any of the provisions of this Indenture in respect of one all or more any Securities of any series or any Guarantees thereof (and if such addition, change or elimination is to apply with respect to less than all Securities of Securitiessuch series or Guarantees thereof, stating that it is expressly being made to apply solely with respect to such Securities within such series or Guarantees thereof), provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series or Guarantee thereof created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect modify the rights of the Holder of any such Security in any material with respect to such provision or (B) shall become effective only when there is no such Security Outstanding;; or (6) 8) to secure the Securities;Securities or any Guarantees; or (79) to establish the form or terms of all or any Securities of any series and any Guarantees thereof as permitted by Sections Section 2.01 and Section 3.01; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities;; or (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.11; or (11) to make add to or change any of the provisions of this Indenture with respect to any Securities that by their terms may be converted into securities or other property other than Securities of the same series and of like tenor, in order to permit or facilitate the issuance, payment or conversion rights of Holders pursuant to the requirements of Article XIV;such Securities; or (12) to cure add any ambiguityPerson as an additional Guarantor under this Indenture, to correct add additional Guarantees or supplement additional Guarantors in respect of any provision herein which may be defective Outstanding Securities under this Indenture, or inconsistent to evidence the release and discharge of any Guarantor from its obligations under its Guarantees of any Securities and its obligations under this Indenture in respect of any Securities in accordance with the terms of this Indenture; or (13) to comply with any requirement of the Commission in connection with the qualification of this Indenture under the Trust Indenture Act; or (14) to make any amendment to the provisions of this Indenture relating to the transfer and legending of Securities; provided, however, that (a) compliance with this Indenture as so amended would not result in Securities being transferred in violation of the Securities Act or any other provision herein, or applicable securities law and (b) such amendment does not materially and adversely affect the rights of Holders to transfer Securities; or (15) to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant change to this clause (12) shall Indenture that does not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) . The Trustee is hereby authorized to conform join with the Company and the Guarantors in the execution of any provision such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Actotherwise.

Appears in 8 contracts

Sources: Indenture (Enflex Corp), Indenture (Enflex Corp), Indenture (Usf Glen Moore Inc.)

Supplemental Indentures Without Consent of Holders. Without the written consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, Trustee (at the direction of the Company) at any time and from time to time, may enter into one or more indentures supplemental heretohereto to undertake clarifications and certain other changes that would not adversely affect Holders in any material respect, in form satisfactory to the Trustee, for any of the following purposesincluding changes: (1) to evidence the succession of another Person to the Company Company, and the assumption by any such successor of the covenants covenants, agreements and obligations of the Company herein and in the Securities; (2) to add to the covenants of the Company such new covenants, restrictions, conditions or provisions for the benefit protection of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (3) to add make the occurrence, or the occurrence and continuance, of a default in any of such additional Events covenants, restrictions, conditions or provisions pursuant to Section 9.1(2) an Event of Default; (4) to modify, eliminate or add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate effect the issuance qualification of Securities in bearer form, registrable or not registrable as to principalthe indenture under the Trust Indenture Act, and with or without interest couponsto add to this Indenture such other provisions as may be expressly permitted by the Trust Indenture Act, excluding however, the provisions referred to in Section 316(a)(2) of the Trust Indenture Act; (5) to add tocure any ambiguity, change to correct or eliminate supplement any of the provisions of this Indenture provision herein or in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of which may be defective or inconsistent with any such Security other provisions herein or in any material respect or (B) shall become effective only when there is no such Security Outstandingsupplemental indenture; (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.076.11(b); (11) 8) to make provisions with respect to establish the conversion rights form or terms of Holders pursuant to the requirements Securities of Article XIV;any series as permitted by Sections 2.1 and 3.1, including any subordination provisions; or (129) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.

Appears in 8 contracts

Sources: Indenture (Exela Technologies, Inc.), Indenture (Exela Technologies, Inc.), Indenture (B. Riley Financial, Inc.)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the the, benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons;, or to permit or facilitate the issuance of Securities in uncertificated form; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect modify the rights of the Holder of any such Security in any material with respect to such provision or (B) shall become effective only when there is no such Security Outstanding;; or (6) to secure the Securities;Securities pursuant to the requirements of Article X or otherwise; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01;; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.11; or (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (129) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (129) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.

Appears in 6 contracts

Sources: Indenture (Aqua America Inc), Indenture (Jefferies Group Inc /De/), Indenture (Philadelphia Suburban Corp)

Supplemental Indentures Without Consent of Holders. Without the consent of any HoldersHolders of Securities, the Company, when authorized by a Board Resolution, Company and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company under this Indenture and the Securities and the assumption by any such successor Person of the covenants obligations of the Company herein and in the Securitieshereunder; (2) to add to the covenants and Events of the Company Default for the benefit of the Holders of all or any series of such Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred by this Indenture upon the CompanyCompany or to make any change that does not adversely affect the legal rights hereunder of any Holder in any material respect; (3) to add any additional Events of Default; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of SecuritiesIndenture, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security become effective only after there are no such Securities of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor outstanding; (ii4) adversely affect to establish the rights forms or terms of the Holder Securities of any such Security series issued hereunder; (5) to cure any ambiguity or correct any defect or inconsistency in any material respect or (B) shall become effective only when there is no such Security Outstandingthis Indenture; (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and of Securities or otherwise; (7) to add qualify this Indenture under the Trust Indenture Act; (8) to or change provide for uncertificated securities in addition to certificated securities; (9) to supplement any of the provisions of this Indenture as shall be necessary to provide for permit or facilitate the administration defeasance and discharge of the trusts hereunder by more than one Trustee, pursuant to the requirements any series of Section 6.07; (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (12) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this IndentureSecurities, provided that such action pursuant to this clause (12) shall does not adversely affect the interests of the Holders of Securities of such series or any series in any material respect;other series; and (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (1410) to comply with the rules or regulations of any requirements securities exchange or automated quotation system on which any of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture ActSecurities may be listed or traded.

Appears in 6 contracts

Sources: Indenture (Financial Institutions Inc), Indenture (Financial Institutions Inc), Indenture (Investar Holding Corp)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons;, or to permit or facilitate the issuance of Securities in uncertificated form; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect modify the rights of the Holder of any such Security in any material with respect to such provision or (B) shall become effective only when there is no such Security Outstanding;; or (6) to secure the Securities;Securities pursuant to the requirements of Article X or otherwise; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01;; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.11; or (119) to make provisions provision with respect to the conversion rights of Holders pursuant to the requirements of Article XIV;XV; or (1210) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (1210) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.

Appears in 6 contracts

Sources: Subordinated Securities Agreement (Aqua America Inc), Subordinated Securities Agreement (Aqua America Inc), Subordinated Securities Agreement (Aqua America Inc)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company Company, or successive successions, and the assumption by any such successor of the covenants and obligations of the Company herein contained in the Securities of one or more series and in the Securitiesthis Indenture or any supplemental indenture; (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities and any related coupons (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;Default (and if such Events of Default are to be for the benefit of less than all series of Securities, stating that such Events of Default are being included solely for the benefit of such series); or (4) to add to or change any of the provisions of this Indenture to such extent provide that Bearer Securities may be registrable as shall to principal, to change or eliminate any restrictions on the payment of principal of or any premium or interest on Bearer Securities, to permit Bearer Securities to be necessary issued in exchange for Registered Securities, to permit Bearer Securities to be issued in exchange for Bearer Securities of other authorized denominations or to permit or facilitate the issuance of Securities in bearer uncertificated form, registrable or not registrable in each case to the extent then permitted under the U.S. Internal Revenue Code of 1986, as to principalamended, and with the U.S. Treasury Regulations thereunder; provided that any such action shall not adversely affect the interests of the Holders of Securities of any series or without interest coupons;any related coupons in any material respect; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, Indenture; provided that any such addition, change or elimination (A) shall neither (i) apply to any become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture and which is entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding;provision; or (6) to secure the Securities;; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 3.01;3.1; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.9(b); or (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (129) to cure any ambiguity, ambiguity or to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, herein provided that any such action pursuant to under this clause (129) shall not adversely affect the interests of the Holders of Securities of any series and any related coupons in any material respect;; or (1310) to conform supplement any provision of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the “Description defeasance and discharge of Debt Securities” contained in any series of Securities pursuant to Sections 4.1, 13.2 or 13.3; provided that any such action shall not adversely affect the Prospectus interests of the Holders of Securities of such series and any related coupons or any similar provision contained other series of Securities in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Actmaterial respect.

Appears in 5 contracts

Sources: Trust Indenture (Taseko Mines LTD), Trust Indenture (Northern Dynasty Minerals LTD), Trust Indenture (High Tide Inc.)

Supplemental Indentures Without Consent of Holders. Without the consent of any HoldersHolders of Securities, the Company, Company (when authorized by or pursuant to a Board Resolution, ) and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company Company, and the assumption by any such successor of the covenants of the Company contained herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if as shall be specified in such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such seriessupplemental indenture or indentures) or to surrender any right or power herein conferred upon the Company;; provided, that in respect of any such additional covenant, such supplemental indenture may provide for a particular period of grace after default (which period may be shorter or longer than that allowed in the case of other defaults) or may provide for an immediate enforcement upon such a default or may limit the remedies available to the Trustee upon an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; or (3) to add any additional Events of Default; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 Section 2.1 and 3.01;Section 3.1; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (104) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.10; or (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (125) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, ; provided that such no action pursuant to this clause (125) shall not adversely affect the interests of the Holders of Securities of any series then Outstanding in any material respect;; or (6) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms or purposes of issue, authentication and delivery of Securities, as herein set forth; or (7) to add any additional Events of Default with respect to all or any series of Securities (as shall be specified in such supplemental indenture); or (8) to supplement any of the provisions of this Indenture to such extent as shall be necessary for the defeasance and discharge of any series of Securities pursuant to Article 4, provided that any such action shall not adversely affect the interests of any Holder of an Outstanding Security of such series or any other Security in any material respect; or (9) to make provisions with respect to conversion or exchange rights of Holders of Securities of any series; or (10) to add guarantees in respect of the Securities of one or more series and to provide for the terms and conditions of release thereof; or (11) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets and to provide for the terms and conditions of release thereof; or (12) to change or eliminate any of the provisions of this Indenture, provided that any such change or elimination shall become effective only when there is no Outstanding Security of any series created prior to the execution of such supplemental indenture which is entitled to the benefit of such provision; or (13) to conform any provision provide for Definitive Securities in addition to or in place of this Indenture to the “Description of Debt Global Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of qualify the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act; or (15) with respect to the Securities of a series, to conform the text of the Indenture or the Securities of such series to any provision of the description thereof in the Company’s offering memorandum or prospectus relating to the initial offering of such Securities, to the extent that such provision, in the good faith judgment of the Company, was intended to be a verbatim recitation of a provision of the Indenture or such Securities; or (16) to make any other change that does not adversely affect the rights of Holders of Outstanding Securities in any material respect. The Trustee is hereby required to join with the Company and any guarantors in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise.

Appears in 5 contracts

Sources: Indenture (Aptargroup, Inc.), Indenture (JMP Group LLC), Indenture (JMP Group LLC)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form reasonably satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;Default with respect to all or any series of Securities; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit facilitate the issuance of Bearer Securities (including, without limitation, to provide that Bearer Securities may be registrable as to principal only) or to facilitate the issuance of Securities in bearer global form, registrable or not registrable as to principal, and with or without interest coupons;; or (5) to add to, change amend or eliminate supplement any of the provisions of this Indenture provision contained herein or in respect of any supplemental indenture (which amendment or supplement may apply to one or more series of SecuritiesSecurities or to one or more Securities within any series as specified in such supplemental indenture), provided that any such addition, change amendment or elimination (A) shall neither (i) supplement does not apply to any Outstanding Security of any series created issued prior to the execution date of such supplemental indenture and entitled to the benefit benefits of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding;provision; or (6) to secure the Securities;; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 3.01;3.1; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.11; or (119) if allowed without penalty under applicable laws and regulations, to make provisions with respect to permit payment in the conversion rights United States of Holders pursuant to the requirements of Article XIV;principal, premium, if any, or interest, if any, on Bearer Securities or coupons, if any; or (1210) to cure any ambiguity, ambiguity or correct any mistake or to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, herein or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders any Holder of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indentureseries; or (1411) to make any change to comply with any requirements of the Trust Indenture Act of the requirements 1939 or any amendment thereof, or any requirement of the Securities and Exchange Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture ActAct of 1939 or any amendment thereof.

Appears in 4 contracts

Sources: Indenture (Fidelity National Title Group, Inc.), Indenture (Fidelity National Financial Inc /De/), Indenture (Fidelity National Title Group, Inc.)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by cure any such successor of the covenants of the Company herein and in the Securities;ambiguity, defect or inconsistency; or (2) to provide for uncertificated Debt Securities of a particular series in addition to or in place of certificated Debt Securities of such series; or (3) to provide for the assumption of the Company’s obligations to Holders of Debt Securities in the case of a merger or consolidation or sale of all or substantially all of the Company’s assets; or (4) to make any change that would provide any additional rights or benefits to the Holders of Debt Securities or that does not adversely affect in any material respect the legal rights under this Indenture of any such Holder; or (5) to add any Person as a Guarantor; or (6) to comply with any requirements of the Commission in order to effect or maintain the qualification of this Indenture under the Trust Indenture Act; or (7) to remove a Guarantor which, in accordance with the terms of this Indenture, ceases to be liable in respect of its Guarantee; or (8) to evidence and provide for the acceptance of appointment under this Indenture by a successor Trustee; or (9) to secure all of the Debt Securities of a particular series; or (10) to add to the covenants of the Company or any Guarantor for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;Company or any Guarantor; or (3) to add any additional Events of Default; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities; (711) to establish the form or terms of Debt Securities of any series as permitted by Sections 2.01 and 3.01; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07; (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (12) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.

Appears in 4 contracts

Sources: Subordinated Debt Indenture (Calgon Carbon Corporation), Senior Debt Indenture (Calgon Carbon Corporation), Subordinated Debt Indenture (MOB Corp)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the the, benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons;, or to permit or facilitate the issuance of Securities in uncertificated form; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect modify the rights of the Holder of any such Security in any material with respect to such provision or (B) shall become effective only when there is no such Security Outstanding;; or (6) to secure the Securities;Securities pursuant to the requirements of Article X or otherwise; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01;; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;series; or (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (129) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (129) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.

Appears in 4 contracts

Sources: Indenture (PF2 SpinCo, Inc.), Indenture (Change Healthcare Inc.), Indenture (Change Healthcare Inc.)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolutionan Establishment Action, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company pursuant to Article VIII and the assumption by any such successor of the covenants of the Company herein and in the Securities; (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (3) to add any additional Events of Default; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons, or to permit or facilitate the issuance of Securities in uncertificated form; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect modify the rights of the Holder of any such Security in any material with respect to such provision or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the SecuritiesSecurities pursuant to the requirements of Article X or otherwise; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.076.11; (119) subject to make Section 9.07, to add to, change or eliminate any of the provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV;XIV or change the definition of Senior Indebtedness in respect on one or more series of Securities, including Outstanding Securities; or (1210) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (1210) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Actseries.

Appears in 4 contracts

Sources: Indenture (Wesbanco Inc), Indenture (Wesbanco Inc), Indenture (Wesbanco Inc)

Supplemental Indentures Without Consent of Holders. Without notice to or the consent of any Holders, the CompanyIssuers, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form reasonably satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company an Issuer and the assumption by any such successor of the covenants of the Company such Issuer herein and in the Securities;; or (2) to add to the covenants of the Company Issuers for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;an Issuer; or (3) to add any additional Events of Default;Default with respect to all or any series of Securities (and if such Events of Default are to be for the benefit of less than all series of Securities, stating that such Events of Default are expressly being included solely for the benefit of such series); or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons;; provided, however, that any such action shall not adversely affect the interests of the Holders of Securities of any series in any material respect; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of SecuritiesIndenture, provided that any such addition, change or elimination (A) shall neither (i) apply to any become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture and which is entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding;provision; or (6) to secure the Securities;; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01;; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.11(b); or (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (129) to cure any ambiguity, defect or inconsistency or to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or ; or (10) to make any other provisions with respect to matters or questions arising under this Indenture, provided change that such action pursuant to this clause (12) shall does not materially adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenturethen Outstanding; or (1411) to comply add Guarantees with respect to any requirements or all of the Trust Indenture Act Securities; or (12) to provide for uncertificated Securities in addition to or in place of certificated Securities (provided that the uncertificated Securities are issued in registered form for purposes of Section 163(f) of the requirements Internal Revenue Code or in a manner such that the uncertificated Securities are described in Section 163(f)(2)(B) of such Code). Upon request of the Commission Issuers, accompanied by Board Resolutions authorizing the execution of any such supplemental indenture, and upon receipt by the Trustee of the documents described in connection (and subject to the last sentence of) Section 9.03, the Trustee shall join with maintaining the qualification Issuers in the execution of any supplemental indenture authorized or permitted by the terms of this Indenture under the Trust Indenture ActIndenture.

Appears in 4 contracts

Sources: Senior Debt Indenture (Meristar Hospitality Operating Partnership Lp), Subordinated Debt Indenture (Meristar Hospitality Operating Partnership Lp), Senior Debt Indenture (Meristar Hospitality Operating Partnership Lp)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, Trustee (at the direction of the Company) at any time and from time to time, may enter into one or more indentures supplemental hereto, in form reasonably satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;Default with respect to all or any series of Securities (and if such Events of Default are to be for the benefit of less than all series of Securities, stating that such Events of Default are expressly being included solely for the benefit of such series); or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons;, or to permit or facilitate the issuance of Securities in uncertificated form; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of SecuritiesIndenture, provided that any such addition, change or elimination (A) shall neither (i) apply to any become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture and which is entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding;provision; or (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 3.01;3.1; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (107) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and or to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.11(b); or (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (12) 8) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (149) to comply with any requirements of the Trust Indenture Act of the requirements requirement of the Commission in connection with maintaining order to effect or maintain the qualification of this Indenture under the Trust Indenture Act.

Appears in 3 contracts

Sources: Indenture (Atlas Air Worldwide Holdings Inc), Indenture (Atlas Air Worldwide Holdings Inc), Indenture (Atlas Air Worldwide Holdings Inc)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, Company and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: : (1) to secure the Securities pursuant to the requirements of Section 1006 or otherwise; or (2) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities; ; or (23) to add to the covenants of the Company or the Events of Default for the benefit of the Holders of all or any series of Securities (and if such covenants or Events of Default are to be for the benefit of less than all series of Securities, stating that such covenants or Events of Default, as the case may be, are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (3) to add any additional Events of Default; ; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities; provided, provided however, that any such addition, change or elimination (A) shall neither (i) apply to any become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture and which is entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect provision; or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities; (75) to establish the form or terms of Securities of any series as permitted by Sections 2.01 201 and 3.01; 301; or 72 64 (8) 6) to cure any ambiguity, to correct or supplement any provision herein which may be inconsistent with any other provision herein, to comply with Section 8.01; any applicable mandatory provisions of law or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (96) to permit shall not adversely affect the interests of the Holders of Securities of any series in any material respect; or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (107) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07; 611; or (11) 8) to make provisions with respect modify, eliminate or add to the conversion rights of Holders pursuant to the requirements of Article XIV; (12) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement such extent as shall be necessary to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining effect the qualification of this Indenture under the Trust Indenture Act or under any similar federal statute subsequently enacted, and to add to this Indenture such other provisions as may be expressly required under the Trust Indenture Act. SECTION 902.

Appears in 3 contracts

Sources: Indenture (Tennessee Gas Pipeline Co), Indenture (El Paso Tennessee Pipeline Co), Indenture (Tennessee Gas Pipeline Co)

Supplemental Indentures Without Consent of Holders. Without the consent of any HoldersHolder, the Company, Company (when authorized by a Board Resolution), any Subsidiary Guarantor and the TrusteeTrustee and Collateral Agent, if applicable, at any time and from time to time, may enter into one or more indentures supplemental heretohereto or any modifications to the Indenture Documents, in form satisfactory to the TrusteeTrustee and Collateral Agent, if applicable, for any of the following purposes: (1a) to cure any ambiguity, omission, defect or inconsistency in this Indenture, the Subsidiary Guarantees or the Notes; (b) to evidence the succession of another Person to the by a Successor Company and to provide for the assumption by any such successor a Successor Company of the covenants of the Company herein and in the SecuritiesCompany’s obligations under this Indenture; (2c) to add guarantees or guarantors, including additional Subsidiary Guarantors, with respect to the Notes; (d) to provide for the issuance of PIK Interest or the increase of the principal amount of any Global Notes to make PIK Payments in accordance with the terms of this Indenture; (e) to add to the Company’s or a Subsidiary Guarantor’s covenants of the Company such further covenants, restrictions or conditions for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the CompanyCompany by this Indenture or Subsidiary Guarantee; (3f) to add make any additional Events of Default; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or that does not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07; (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (12) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this IndentureHolder; or (14g) upon the occurrence of an event described in Section 4.07(a), solely (i) to comply with any requirements provide that such Notes are convertible into Reference Property, subject to the provisions in Sections 4.03 and 4.07, and (ii) to effect the related changes to the terms of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture such Notes under the Trust Indenture ActSection 4.07.

Appears in 3 contracts

Sources: Indenture (ProSomnus, Inc.), Indenture (ProSomnus, Inc.), Indenture (ProSomnus, Inc.)

Supplemental Indentures Without Consent of Holders. Without the consent of the Holders of any Holdersseries of Securities, the Company, when authorized by a Board Resolution, Company and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory with respect to the Trusteeany or all series of Securities, for any of the following purposes: (1a) to evidence the succession of another Person corporation to the Company Company, or successive successions, and the assumption by any such successor of the covenants covenants, agreements and obligations of the Company herein and in the Securities;; or (2b) to add to the covenants of the Company such further covenants, restrictions or conditions for the benefit protection of the Holders of the Securities of any or all or any series of Securities as the Company shall consider to be for the protection of the Holders of the Securities of any or all series or to surrender any rights or power herein conferred upon the Company (and if such covenants or the surrender of such rights or power are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included or such surrenders are expressly being made solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (3) to add any additional Events of Default; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securitiesspecified series); or (c) to cure any ambiguity, provided to correct or supplement any provision herein which may be inconsistent with any other provision herein or in any supplemental indenture, or to make any other provisions with respect to matters or questions arising under this Indenture that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) do not adversely affect the rights interests of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities; (7) to establish the form or terms Holders of Securities of any series as permitted by Sections 2.01 and 3.01;in any material respect; or (8) d) to comply add guarantors or co-obligors with Section 8.01;respect to any series of Securities; or (9e) to permit or facilitate secure any series of Securities; or (f) [Reserved]; or (g) to establish any form of Security as provided in Article 2 hereof and to provide for the issuance of uncertificated any series of Securities, as provided in Article 2 hereof, and to set forth the terms thereof, and/or to add to the rights of the Holders of the Securities in addition to or in place of certificated Securities;any series; or (10h) to evidence and provide for the acceptance of appointment hereunder by another corporation as a successor Trustee hereunder with respect to the Securities of one or more series of Securities and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07; (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (12) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture5.11 hereof; or (14i) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture ActTIA; or (j) to make any change in any series of Securities that does not adversely affect in any material respect the interests of the Holders of such Securities.

Appears in 2 contracts

Sources: Indenture (AV Homes, Inc.), Indenture (Avatar Holdings Inc)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1i) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities, or affect adversely the terms, if any, of conversion or exchange of any Security into cash or any other securities or property of the Company or of any other Person; (2ii) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the CompanyCompany (including surrendering any right of the Company to redeem a series of the Securities); provided that no such amendment or modification may add additional Events of Default or acceleration events with respect to a series of Securities; (3) to add any additional Events of Default; (4iii) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5iv) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, Indenture; provided that any such addition, change or elimination (A) shall neither (i) apply to any become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture and entitled to the benefit which is adversely affected by such change in or elimination of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstandingprovision; (6v) to secure the Securities; (7vi) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01and/or 3.02; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10vii) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.076.11(b); (11viii) to make provisions with respect provide for the issuance of uncertificated Securities of one or more series in addition to the conversion rights or in place of Holders pursuant certificated Securities; (ix) to conform any provision hereof to the requirements of Article XIVthe Trust Indenture Act or otherwise as necessary to comply with applicable law; (12x) to cure any ambiguity, ambiguity or to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein; (xi) to conform this Indenture or the Securities to the description thereof in the related prospectus, offering memorandum or disclosure document; or (xii) to make any other provisions with respect to matters or questions arising under this Indenture, ; provided that such action pursuant to this clause (12) other provisions as may be made shall not adversely affect the interests of the Holders of Outstanding Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.

Appears in 2 contracts

Sources: Subordinated Indenture (Lincoln National Corp), Subordinated Indenture (Lincoln National Corp)

Supplemental Indentures Without Consent of Holders. Without The Issuer and the Trustee may amend the Indenture or the Securities or enter into an indenture supplemental hereto without notice to or the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes:Holder to (1a) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securitiescure ambiguities, mistakes, defects or inconsistencies; (2b) to add comply with ‎Article 8 in the case of a merger or consolidation; (c) make any change that would provide any additional rights or benefits to the covenants of the Company for the benefit of the Holders of all or any series the Securities of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such a series) or to surrender any right or power herein conferred upon the Company; (3d) to add any additional Events of Default; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee or add guarantors with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07series; (11e) to make provisions with respect to secure the conversion rights Securities of Holders pursuant to the requirements of Article XIVa series; (12f) to cure any ambiguity, to correct establish the form or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders forms of Securities of any series in any material respectseries; (13g) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining maintain the qualification of this the Indenture under the Trust Indenture Act; (h) conform any provision in the Indenture to the prospectus, offering memorandum, offering circular or any other document pursuant to which the Securities of such series were offered; (i) make any change that does not adversely affect the rights of any Holder in any material respect; or The Trustee is hereby authorized to join with the Issuer in the execution of any such amendment or supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such amendment or supplemental indenture which affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any amendment or supplemental indenture authorized by the provisions of this section may be executed without notice to and without the consent of the Holders of any of the Securities at the time Outstanding, notwithstanding any of the provisions of ‎Section 7.02.

Appears in 2 contracts

Sources: Indenture (Trinet Group, Inc.), Indenture (Trinet Group Inc)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities; (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (3) to add any additional Events of DefaultDefault for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security of such other series in any material respect as evidenced by an Officer’s Certificate or (B) shall become effective only when there is no such Security of the affected series Outstanding; (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (9) to reflect the Company’s consolidation or merger with or into any other Person or permit the consolidation or merger of any other Person with or into the Company, or the transfer, sale, lease or other disposition of all or substantially all of the Company’s assets, in conformity with the limitations set forth in Article VIII; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of as permitted by Section 6.07; (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIVSecurities of a series that by their terms are convertible; (12) to cure any ambiguity, omission or mistake, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any series in any material respectrespect as evidenced by an Officer’s Certificate; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or; (14) to comply with any requirements of the Trust Indenture Act of or the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act; or (15) to make any change that does not adversely affect the rights of the Holders of Securities of each series affected by such change in any material respect.

Appears in 2 contracts

Sources: Indenture (New York Times Co), Indenture (New York Times Co)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities; (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (3) to add any additional Events of Default; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities; (7) to provide for the issuance of additional Securities of any series; (8) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (8) 9) to comply with Section 8.01; (910) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (1011) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07; (1112) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (1213) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (1314) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this IndentureIndenture (as provided for in an Officer’s Certificate to the Trustee); or (1415) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.

Appears in 2 contracts

Sources: Indenture (Church & Dwight Co Inc /De/), Indenture (Church & Dwight Co Inc /De/)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the the, benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons;, or to permit or facilitate the issuance of Securities in uncertificated form; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect modify the rights of the Holder of any such Security in any material with respect to such provision or (B) shall become effective only when there is no such Security Outstanding;; or (6) to secure the Securities;Securities pursuant to the requirements of Article X or otherwise; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01;; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.11; or (119) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIVXIII; (1210) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (129) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.

Appears in 2 contracts

Sources: Indenture (Jefferies Group Inc /De/), Indenture (Jefferies Group Inc /De/)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;Default (and if such Events of Default are to be applicable to less than all series, stating such Events of Default are expressly being included solely to be applicable to such series); or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons;; or (5) to add to, change or eliminate any of the provisions of this Indenture Indenture, in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect modify the rights of the Holder of any such Security in any material with respect to such provision or (B) shall become effective only when there is no such Security Outstanding;; or (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01;; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (107) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.11(b); or (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (12) 8) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests interest of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.

Appears in 2 contracts

Sources: Trust Indenture (Tribune Co), Indenture (Tribune Co)

Supplemental Indentures Without Consent of Holders. Without the consent of any HoldersHolders of Securities, the Company, when authorized by a Board Resolution, Partnership and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company Partnership under this Indenture and the Securities and the assumption by any such successor Person of the covenants obligations of the Company herein and in the SecuritiesPartnership hereunder; (2) to add to the covenants and Events of the Company Default for the benefit of the Holders of all or any series of such Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred by this Indenture upon the CompanyPartnership; (3) to add any additional Events of Default; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of SecuritiesIndenture, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security become effective only after there are no such Securities of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor outstanding; (ii4) adversely affect to establish the rights forms or terms of the Holder Securities of any such Security series issued hereunder; (5) to cure any ambiguity or correct any inconsistency in any material respect or (B) shall become effective only when there is no such Security Outstandingthis Indenture; (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and of Securities or otherwise; (7) to add qualify this Indenture under the Trust Indenture Act; (8) to or change provide for uncertificated securities in addition to certificated securities; (9) to supplement any of the provisions of this Indenture as shall be necessary to provide for permit or facilitate the administration defeasance and discharge of the trusts hereunder by more than one Trustee, pursuant to the requirements any series of Section 6.07; (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (12) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this IndentureSecurities, provided that such action pursuant to this clause (12) shall does not adversely affect the interests of the Holders of Securities of such series or any series in any material respect;other series; and (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (1410) to comply with the rules or regulations of any requirements securities exchange or automated quotation system on which any of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture ActSecurities may be listed or traded.

Appears in 2 contracts

Sources: Indenture (Kinder Morgan Energy Partners L P), Indenture (Kinder Morgan Energy Partners L P)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;Default with respect to all or any series of Securities; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons;, or to permit or facilitate the issuance of Securities in uncertificated form; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided provided, that any such addition, change or elimination (Ai) shall neither (iA) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (iiB) adversely affect modify the rights of the Holder of any such Security in any material with respect to such provision or (Bii) shall become effective only when there is no such Security Outstanding;; or (6) to secure the Securities;Securities pursuant to the requirements of Section 10.6 or otherwise; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 3.01;3.1; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.11(b); or (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (129) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (129) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) . The Trustee is hereby authorized to conform join with the Company in the execution of any provision such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage, or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee's own rights, duties or immunities under this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Actotherwise.

Appears in 2 contracts

Sources: Indenture (Alberto Culver Co), Indenture (Alberto Culver Co)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;Default with respect to all or any series of Securities; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons;, or to permit or facilitate the issuance of Securities in uncertificated form; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided provided, that any such addition, change or elimination (Ai) shall neither (iA) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (iiB) adversely affect modify the rights of the Holder of any such Security in any material with respect to such provision or (Bii) shall become effective only when there is no such Security Outstanding;; or (6) to secure the Securities;Securities pursuant to the requirements of Section 10.6 or otherwise; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 3.01;3.1; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.11(b); or (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (129) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (129) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.

Appears in 2 contracts

Sources: Indenture (Nalco Energy Services Equatorial Guinea LLC), Indenture (Nalco Chemical Co)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolutionan Establishment Action, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company pursuant to Article VIII and the assumption by any such successor of the covenants of the Company herein and in the Securities; (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (3) to add any additional Events of Default; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons, or to permit or facilitate the issuance of Securities in uncertificated form; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect modify the rights of the Holder of any such Security in any material with respect to such provision or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the SecuritiesSecurities pursuant to the requirements of Article X or otherwise; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.11; or (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (129) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (129) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Actseries.

Appears in 2 contracts

Sources: Indenture (Southside Bancshares Inc), Indenture (Wesbanco Inc)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, the Guarantor and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental Supplemental Indentures hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities; (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the CompanyCompany or the Guarantor; (2) to evidence the succession of another Person to the Company or the Guarantor, or successive successions, and the assumption by the successor corporation of the covenants, agreements and obligations of the Company pursuant to Article VIII or the Guarantor pursuant to Article XIV; (3) to add any additional Events of DefaultDefault for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (4) to add to one or change any more guarantees or co-obligors for the benefit of Holders of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest couponsSecurities; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (106) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.076.11; (7) subject to any limitations established pursuant to Section 3.1, to provide for the issuance of additional Securities of any series; (8) to establish the form or terms of Securities of any series as permitted by Section 2.1 and Section 3.1; (9) to comply with the rules of any applicable Depositary; (10) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated form; (11) to make add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities; provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such Supplemental Indenture and entitled to the benefit of such provision nor (ii) modify the rights of the Holder of any such Security with respect to the conversion rights of Holders pursuant to the requirements of Article XIVsuch provision or (B) shall become effective only when there is no Security described in clause (A)(i) Outstanding; (12) to cure any ambiguity, to correct or supplement any provision herein of this Indenture which may be defective or inconsistent with any other provision herein, or ; (13) to make change any other provisions with respect to matters or questions arising provision under this Indenture, ; provided that such action pursuant to this clause (1213) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (1314) to conform supplement any provision of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the “Description defeasance and discharge of Debt Securities” contained in any series of Securities pursuant to Section 4.1, Section 13.2 and Section 13.3; provided that any such action shall not adversely affect the Prospectus interests of the Holders of Securities of such series or any similar provision contained other series of Securities in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; ormaterial respect; (1415) to comply with the rules or regulations of any requirements securities exchange or automated quotation system on which any of the Trust Indenture Act Securities may be listed or traded; and (16) to add to, change or eliminate any of the requirements of the Commission in connection with maintaining the qualification provisions of this Indenture under as shall be necessary or desirable in accordance with any amendments to the Trust Indenture Act, provided that such action does not adversely affect the rights or interests of any Holder of Securities in any material respect.

Appears in 2 contracts

Sources: Indenture (Chevron Corp), Indenture (Chevron Usa Inc)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company and the assumption by any such successor of the covenants of the Company contained herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;Default with respect to all or any series of Securities; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons;coupons or to provide for uncertificated (commonly known as "book entry") Securities on terms satisfactory in substance to the Trustee; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of SecuritiesIndenture, provided that any such addition, change or elimination (A) shall neither (i) apply to any become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture and which is entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding;provision; or (6) to secure the Securities;; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01;; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;7.07(2); or (119) if allowed without penalty under applicable laws and regulations, to make provisions with respect permit payment in the United States (including any of the states and the District of Columbia), its territories, its possessions and other areas subject to the conversion rights its jurisdiction of Holders pursuant to the requirements of Article XIV;principal, premium, if any, or interest, if any, on Bearer Securities or Coupons, if any; or (1210) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) other provision shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (1411) to comply with any requirements add to, delete from or revise the conditions, limitations on the authorized amount, terms or purposes of issue, authentication and delivery of the Trust Indenture Act Securities, as herein set forth; or (12) to make provision with respect to the conversion rights of Holders pursuant to the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture ActSection 4.05.

Appears in 2 contracts

Sources: Senior Debt Indenture (Hasbro Inc), Senior Debt Indenture (Hasbro Inc)

Supplemental Indentures Without Consent of Holders. Without the consent of any HoldersHolders of Securities, the Company, when authorized by a Board Resolution, Company and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants covenants, agreements and obligations of the Company for the benefit of the Holders of all of the Securities or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securitiesthereof, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 3.01;2.3(a), respectively; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (104) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;7.8; or (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (125) to cure any ambiguity, defect or inconsistency; or (6) to correct add to, change or supplement eliminate any of the provisions of this Indenture (which addition, change or elimination may apply to one or more series of Securities), PROVIDED that any such addition, change or elimination shall neither (A) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision herein which may be defective or inconsistent nor (B) modify the rights of the Holder of any such Security with any other provision herein, or respect to such provision; or (7) to secure the Securities; or (8) to make any other provisions with respect to matters or questions arising under this Indenture, provided change that such action pursuant to this clause (12) shall does not adversely affect the interests of the Holders of Securities rights of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture ActSecurityholder.

Appears in 2 contracts

Sources: Indenture (Apartment Investment & Management Co), Indenture (Apartment Investment & Management Co)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;Default with respect to all or any series of Securities; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons;, or to permit or facilitate the issuance of Securities in uncertificated form; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided provided, that any such addition, change or elimination (Ai) shall neither (iA) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (iiB) adversely affect modify the rights of the Holder of any such Security in any material with respect to such provision or (Bii) shall become effective only when there is no such Security Outstanding;; or (6) to secure the Securities;Securities pursuant to the requirements of Section 10.6 or otherwise; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 3.01;3.1; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.11(b); or (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (129) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (129) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) . The Trustee is hereby authorized to conform join with the Company in the execution of any provision such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage, or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Actotherwise.

Appears in 2 contracts

Sources: Indenture (Alberto-Culver CO), Indenture (Alberto-Culver CO)

Supplemental Indentures Without Consent of Holders. Without The Obligor and the Trustee may enter into a supplemental indenture in order to amend or supplement this Indenture with respect to Notes of one or more series or amend or supplement the Notes of one or more series without notice to or the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposesHolder to: (1) to evidence the succession of another Person to the Company Obligor and the assumption by any such successor of the covenants of the Company herein Obligor under the Indenture and in the SecuritiesNotes pursuant to Article VII; (2) to add to the covenants of the Company such further covenants, restrictions, conditions or provisions for the benefit protection of the Holders of all or any series of Securities Notes (and if such covenants are to be for the benefit of less than all series of SecuritiesNotes, stating that such covenants are expressly being included solely for the benefit of such series); (3) or to surrender any right or power herein conferred upon the Company; (3) to add any additional Events of DefaultObligor; (4) to establish the forms or terms of Notes of any series as permitted by Section 2.01 (5) add any additional events of default for the benefit of Holders of all or any series of Notes; (6) add to or change any of the provisions of this the Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities Notes of any series in bearer form, registrable or not registrable as to principal, and with or without interest coupons, or to permit or facilitate the issuance of Notes of any series in uncertificated form; (57) secure the Notes of any series or add guarantees with respect to the Notes of any series; (8) provide for the issuance of additional Notes of any series of Notes in accordance with the provisions of this Indenture; (9) add to, change or eliminate any of the provisions of this Indenture contained herein or in any supplemental indentures or Officer’s Certificates in respect of one or more series of Securities, Notes; provided that any such addition, change or elimination (Ai) shall neither (i) not apply to to, or modify the rights of any Security holder of, any Note of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor or Officer’s Certificate, or (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities; (7) to establish the form or terms of Securities Notes of any series as permitted by Sections 2.01 and 3.01; (8) created prior to comply with Section 8.01; (9) to permit the execution of such supplemental indenture or facilitate the issuance of uncertificated Securities in addition to or in place of certificated SecuritiesOfficer’s Certificate are Outstanding; (10) to evidence and provide for the acceptance of appointment hereunder by add or appoint a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one separate Trustee, pursuant to the requirements of Section 6.07; (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (12) to cure any ambiguity, to ambiguity or correct or supplement any provision contained herein which or in any supplemental indenture or Officer’s Certificate that may be defective or inconsistent with any other provision herein, contained herein or to make in any other provisions with respect to matters such supplemental indenture or questions arising under this Indenture, Officer’s Certificate; provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders holders of Securities the Notes are not adversely affected in any material respect; (12) supplement any of the provisions of the Indenture as necessary to permit or facilitate the defeasance and discharge of any series of Notes; (13) make any other change that would not adversely affect holders of the Notes of such series in any material respect; (1314) make any change necessary to comply with any requirement of the Commission in connection with the qualification of the Indenture or any indenture supplemental hereto under the TIA; and (15) conform any provision of this the Indenture to the section entitled “Description of Debt Securities” contained in the Prospectus prospectus dated September 3, 2019 or any similar provision contained in any prospectus supplement (or other offering document) to such prospectus (or other offering document) relating to the Prospectus relating Notes or any corresponding section of such prospectus (or other offering document) or prospectus supplement (or other offering document) pursuant to an offering which any additional series of debt securities Notes is issued under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.

Appears in 2 contracts

Sources: Indenture (Agilent Technologies, Inc.), Indenture (Agilent Technologies Inc)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: : (1) to evidence the succession of another Person corporation to the Company and the assumption by any such successor of the covenants of the Company contained herein and in the Securities; ; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; ; or (3) to add any additional Events of Default; Default with respect to all or any series of Securities; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; coupons or to provide for uncertificated (commonly known as "book entry") Securities on terms satisfactory in substance to the Trustee; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of SecuritiesIndenture, provided that any such addition, change or elimination (A) shall neither (i) apply to any become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture and which is entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect provision; or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities; ; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; ; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07; 7.07(b); or (119) if allowed without penalty under applicable laws and regulations, to make provisions with respect permit payment in the United States of America (including any of the states and the District of Columbia), its territories, its possessions and other areas subject to the conversion rights its jurisdiction of Holders pursuant to the requirements of Article XIV; principal, premium, if any, or interest, if any, on Bearer Securities or Coupons, if any; or (1210) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; ; or (1311) to conform any add to, delete from or revise the conditions, limitations on the authorized amount, terms or purposes of issue, authentication and delivery of the Securities, as herein set forth; or (12) to make provision of this Indenture with respect to the “Description conversion rights of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement Holders pursuant to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.Section 4.05. SECTION

Appears in 2 contracts

Sources: Senior Debt Indenture (Hasbro Inc), Subordinated Debt Indenture (Hasbro Inc)

Supplemental Indentures Without Consent of Holders. Without the consent of the Holders of any HoldersNotes, the Company, when authorized by a Board Resolution, Obligor and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory hereto (which shall conform to the Trusteeprovisions of the TIA as in force at the date of execution thereof), for any of the following purposes: (1) to evidence the succession of another Person to the Company Obligor and the assumption by any such successor of the covenants of the Company herein Obligor under the Indenture and in the SecuritiesNotes pursuant to Article VII; (2) to add to the covenants of the Company Obligor for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) Notes or to surrender any right or power herein conferred upon the CompanyObligor; (3) to add any additional Events of DefaultDefault for the benefit of Holders of all or any series of Notes; (4) to add to or change any of the provisions of this the Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities Notes of any series in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of Notes of any series in uncertificated Securities in addition to or in place of certificated Securitiesform; (105) to evidence and provide for secure the acceptance Notes of appointment hereunder by a successor Trustee any series or add guarantees with respect to the Securities Notes of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07series; (116) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIVadd or appoint a successor or separate Trustee; (127) to cure any ambiguity, to correct defect or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indentureinconsistency, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any series the Notes are not adversely affected in any material respect; (138) to supplement any of the provisions of the Indenture as necessary to permit or facilitate the defeasance and discharge of any series of Notes, provided that the interests of the Holders of the Notes are not adversely affected in any material respect; (9) to conform make any provision other change that would not adversely affect the Holders of this Indenture to the “Description Notes of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; orsuch series; (1410) to make any change necessary to comply with any requirements of the Trust Indenture Act of the requirements requirement of the Commission in connection with maintaining the qualification of this the Indenture or any supplemental Indenture under the Trust Indenture ActTIA; and (11) to provide for the issuance of additional Notes of any series of Notes in accordance with the provisions of this Indenture.

Appears in 2 contracts

Sources: Indenture (Verisign Inc/Ca), Indenture (Verisign Inc/Ca)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, Company and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1a) to evidence the succession of another Person to the Company or the Guarantor and the assumption by any such successor of the covenants of the Company or the Guarantor herein and in the Securities; (2b) to add to the covenants of the Company or the Guarantor for the benefit of the Holders of all or any series of Securities (and and, if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the CompanyCompany or the Guarantor; (3c) to add any additional Events of DefaultDefault with respect to Securities of any or all series; (4d) to change or eliminate any of the provisions of this Indenture, provided that any such change or elimination shall become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture which is entitled to the benefit of such provision; (e) to secure the Securities of any or all series; (f) to cure any ambiguity, to correct or supplement any provision herein which may be inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided such action shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (g) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities; (7h) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10i) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.076.11(b); (11j) to make provisions with respect to add to, delete from or revise the conversion rights conditions, limitations and restrictions on the authorized amount, terms or purposes of Holders pursuant to the requirements issue, authentication and delivery of Article XIVSecurities, as herein set forth; (12k) to cure supplement any ambiguityof the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the defeasance and discharge of any series of Securities pursuant to Article 13, provided that no such supplement shall materially adversely affect the interest of the Holders of any Securities then Outstanding; or (l) to correct amend or supplement any provision contained herein which may be defective or inconsistent with in any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenturesupplemental indenture, provided that no such action pursuant to this clause (12) amendment or supplement shall not materially adversely affect the interests interest of the Holders of any Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Actthen Outstanding.

Appears in 1 contract

Sources: Trust Indenture (Federal Express Corp)

Supplemental Indentures Without Consent of Holders. Without the consent of any HoldersHolders of Securities, the Company, when authorized by a Board Resolution, Company and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants covenants, agreements and obligations of the Company for the benefit of the Holders of all of the Securities or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securitiesthereof, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 3.01;2.3(a), respectively; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (104) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;7.8; or (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (125) to cure any ambiguity, defect or inconsistency; or (6) to correct add to, change or supplement eliminate any of the provisions of this Indenture (which addition, change or elimination may apply to one or more series of Securities), PROVIDED that any such addition, change or elimination shall neither (a) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision herein which may be defective or inconsistent nor (b) modify the rights of the Holder of any such Security with any other provision herein, or respect to such provision; or (7) to secure the Securities; or (8) to make any other provisions with respect to matters or questions arising under this Indenture, provided change that such action pursuant to this clause (12) shall does not adversely affect the interests of the Holders of Securities rights of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture ActSecurityholder.

Appears in 1 contract

Sources: Indenture (Apartment Investment & Management Co)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by cure any such successor of the covenants of the Company herein and ambiguity, omission, defect or inconsistency in the Securities;this Indenture; or (2) to add to the covenants of the Company or a Subsidiary Guarantor for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;Company or a Subsidiary Guarantor; or (3) to add any additional Events of Default;comply with Article Eight; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities (other than the 8 3/8% Notes) in bearer form, registrable or not registrable as to principal, and with or without interest coupons;, or to permit or facilitate the issuance of Securities in uncertificated form (provided that any uncertificated 8 3/8% Notes are issued in registered form for purposes of Section 163(f) of the Code, or in a manner such that the uncertificated 8 3/8% Notes are described in Section 163(f)(2)(B) of the Code); or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more other series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and 8 3/8% Note entitled to the benefit of such provision nor (ii) adversely affect modify the rights of the Holder of any 8 3/8% Note with respect to such Security in any material respect provision or (B) shall become effective only when there is no such Security 8 3/8% Note Outstanding;; or (6) to secure the Securities;Securities or provide for the guarantee of the Company's obligations under this Indenture and with respect to the Securities by another Person; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 201 and 3.01;301; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;611; or (119) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (12) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other change or provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (129) shall not adversely affect the interests of the Holders of Securities of any series Noteholders in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (1410) to comply with make any requirements change in Article Fourteen or Sixteen that would limit or terminate the benefits available to any holder of Senior Indebtedness thereunder. An amendment under this Section 901 may not make any change that would adversely affect the Trust Indenture Act rights under Article Fourteen or Sixteen of any holder of Senior Indebtedness then outstanding unless the requirements holders of such Senior Indebtedness (or their Representatives) consent to such change or unless the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Actnotes, debentures, bonds or other similar instruments evidencing such Senior Indebtedness so permit.

Appears in 1 contract

Sources: First Supplemental Indenture (Newfield Exploration Co /De/)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Company and the Trustee, for any of the following purposes: (1) to evidence the succession of another Person cure ambiguities, defects or inconsistencies, or to the Company and the assumption by make any such successor of the covenants of the Company herein and in the Securities;other provisions with respect to questions or matters arising under this Indenture; or (2) to effect or maintain the qualification of the Indenture under the Trust Indenture Act; or (3) to secure the Securities; or (4) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities and any related coupons (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (3) to add any additional Events of Default; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons;; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01;; or (6) to make any other change to the provisions of this Indenture that does not adversely affect in all material respects the rights of Holders hereunder; or (7) to add any Guarantees; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.09(b); or (9) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company contained herein and in the Securities; or (10) to add any additional Events of Default (and if such Events of Default are to be for the benefit of less than all series of Securities, stating that such Events of Default are being included solely for the benefit of such series); or (11) to make add to or change any of the provisions with respect of this Indenture to provide that Bearer Securities may be registrable as to principal, to change or eliminate any restrictions on the conversion rights payment of principal of or any premium or interest, if any, on Bearer Securities, to permit Bearer Securities to be issued in exchange for Registered Securities, to permit Bearer Securities to be issued in exchange for Bearer Securities of other authorized denominations or to permit or facilitate the issuance of Securities in uncertificated form; provided that any such action shall not adversely affect the interests of the Holders pursuant to the requirements of Article XIV;Securities of any series or any related coupons in any material respect; or (12) to cure change or eliminate any ambiguity, of the provisions of this Indenture; provided that any such change or elimination shall become effective only when there is no Security Outstanding of any series created prior to correct or supplement any provision herein the execution of such supplemental indenture which may be defective or inconsistent is entitled to the benefit of such provision; or (13) to close this Indenture with any other provision herein, respect to the authentication and delivery of additional series of Securities or to make any other provisions with respect to matters or questions arising under this Indenture; provided, provided however, that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any series and any related coupons in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with supplement any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification provisions of this Indenture under to such extent as shall be necessary to permit or facilitate the Trust Indenture Actdefeasance and discharge of any series of Securities pursuant to Sections 4.01, 14.02 and 14.03; provided that any such action shall not adversely affect the interests of the Holders of Securities of such series and any related coupons or any other series of Securities in any material respect.

Appears in 1 contract

Sources: Indenture (Estee Lauder Companies Inc)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, Resolution and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities; (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (3) to add any additional Events of Default; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons, or to permit or facilitate the issuance of Securities in uncertificated form; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect modify the rights of the Holder of any such Security in any material with respect to such provision or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (8) 7) to comply with Section 8.01; (9) 8) to permit or facilitate the issuance of provide for uncertificated Securities in addition to or in place of certificated Securities; (9) to secure the Securities of one or more series; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.076.08; (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIVXIII; (12) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any series in any material respect;; or (13) to conform any provision of this Indenture to the “Description description of Debt Securities” securities contained in the a Prospectus or any similar provision description contained in any supplement to the a Prospectus relating to an offering of debt securities a series of Securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Actas evidenced by an Officer’s Certificate.

Appears in 1 contract

Sources: Indenture (Payton Shipping Corp.)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;Default with respect to all or any series of Securities; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons;, or to permit or facilitate the issuance of Securities in uncertificated form; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided provided, that any such addition, change or elimination (Ai) shall neither (iA) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (iiB) adversely affect modify the rights of the Holder of any such Security in any material with respect to such provision or (Bii) shall become effective only when there is no such Security Outstanding;; or (6) to secure the Securities;Securities pursuant to the requirements of Section 10.6 or otherwise; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 3.01;3.1; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.11(b); or (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (129) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (129) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.

Appears in 1 contract

Sources: Indenture (Briggs & Stratton Corp)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Manager Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form reasonably satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company Company, or successive successions, and the assumption by any such successor of the covenants covenants, agreements and obligations of the Company herein and in the Securities;, all as provided in Article Thirteen; or (2) to add to the one or more covenants of the Company or other provisions for the benefit of the Holders of of, or to remain in effect only so long as there shall be Outstanding, all or any series of Securities Securities, or any Tranches thereof (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) ), or to surrender any right or power herein conferred upon the Company;; or (3) to add correct or amplify the description of any property at any time subject to the Lien of this Indenture; or better to assure, convey and confirm unto the Trustee any property subject or required to be subjected to the Lien of this Indenture; or to subject to the Lien of this Indenture additional property (including property of Persons other than the Company), to specify any additional Events of Default;Permitted Liens with respect to such additional property and to modify Section 802 in order to specify therein any additional items with respect to such additional property; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities; (7) to establish the form or terms of Securities of any series or Tranche as permitted by Sections 2.01 201 and 3.01;301; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (105) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;1111; or (116) to make provisions with respect provide for the procedures required to permit the conversion rights Company to utilize, at its option, a non-certificated system of Holders pursuant to registration for all, or any series or Tranche of, the requirements of Article XIV;Securities; or (127) to change any place or places where (A) the principal of and premium, if any, and interest, if any, on all or any series of Securities, or any Tranche thereof, shall be payable, (B) all or any series of Securities, or any Tranche thereof, may be surrendered for registration of transfer, (C) all or any series of Securities, or any Tranche thereof, may be surrendered for exchange and (D) notices and demands to or upon the Company in respect of all or any series of Securities, or any Tranche thereof, and this Indenture may be served; or (8) to cure any ambiguity, to correct or supplement any provision herein in this Indenture which may be defective or inconsistent with any other provision herein, or to make any other additions to, deletions from or other changes to the provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) additions, deletions and/or other changes shall not adversely affect the interests of the Holders of Securities of any series or Tranche in any material respect;; or (139) to conform provide for the authentication and delivery of bearer bonds and coupons appertaining thereto representing interest, if any, thereon and for the procedures for the registration, exchange and replacement thereof and for the giving of notice to, and the solicitation of the vote or consent of, the Holders thereof, and for any provision and all other matters incidental thereto; or (10) to comply with the rules or regulations of any securities exchange or automated quotation system on which any of the Securities may be listed or traded; or (11) to modify, eliminate or add to the provisions of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement such extent as shall be necessary to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining effect the qualification of this Indenture under the Trust Indenture Act, or under any similar federal statute hereafter enacted, and to add to this Indenture such other provisions as may be expressly permitted by the Trust Indenture Act, excluding, however the provisions referred to in Section 316(a)(2) of the Trust Indenture Act as in effect at the date as of which this instrument was executed or any corresponding provision in any similar federal statute hereafter enacted. Without limiting the generality of the foregoing, if the Trust Indenture Act as in effect at the date of the execution and delivery of this Indenture, as originally executed and delivered, or at any time thereafter shall be amended and if any such amendment shall require one or more changes to any provisions hereof or the inclusion herein of any additional provisions, or shall by operation of law be deemed to effect such changes or incorporate such provisions by reference or otherwise, this Indenture shall be deemed to have been amended so as to conform to such amendment to the Trust Indenture Act, and the Company and the Trustee may, without the 114 consent of any Holders, enter into an indenture supplemental hereto to evidence such amendment hereof.

Appears in 1 contract

Sources: General Mortgage Indenture (Centerpoint Energy Houston Electric LLC)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons;, or to permit or facilitate the issuance of Securities in uncertificated form; or (5) to add toadd, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (Ai) shall neither (iA) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (iiB) adversely affect modify the rights of the Holder of any such Security in any material with respect to such provision or (Bii) shall become effective only when there is no such Security Outstanding;; or (6) to secure the Securities;Securities pursuant to the requirements of Section 1008 or otherwise; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 201 and 3.01;301; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;611(b); or (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (129) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (129) shall not adversely affect the interests of the Holders of Securities of any series in any material respect;. Section 902. Supplemental Indentures with Consent of Holders. ----------------------------------------------- With the consent of the Holders of not less than a majority in principal amount of the Outstanding Securities of each series affected by such supplemental indenture, by Act of said Holders delivered to the Company and the Trustee, the Company, when authorized by a Board Resolution, and the Trustee may enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of modifying in any manner the rights of the Holders of Securities of such series under this Indenture; provided, however, that no such supplemental indenture shall, without the consent of the Holder of each Outstanding Security affected thereby, (131) change the Stated Maturity of the principal of, or any installment of principal of or interest on, any Security, or reduce the principal amount thereof or the rate of interest thereon or any premium payable upon the redemption thereof, or reduce the amount of the principal of an Original Issue Discount Security that would be due and payable upon a declaration of acceleration of the Maturity thereof pursuant to conform Section 502, or change any Place of Payment where, or the coin or currency in which, any Security or any premium or interest thereon is payable, or impair the right to institute suit for the enforcement of any payment with respect to any Security on or after the Stated Maturity thereof (or, in the case of redemption, on or after the Redemption Date), or (2) reduce the percentage in principal amount of the Outstanding Securities of any series, the consent of whose Holders is required for any such supplemental indenture, or the consent of whose Holders is required for any waiver (of compliance with certain provisions of this Indenture or certain defaults hereunder and their consequences) provided for in this Indenture, or (3) modify any of the provisions of this Section, Section 513 or Section 1011, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the Holder of each Outstanding Security affected thereby, provided, however, that this clause shall not be deemed to require the consent of any Holder with respect to changes in the references to the "Trustee" and concomitant changes in this Section and Section 1011, or the deletion of the proviso, in accordance with the requirements of Sections 611(b) and 901(8). A supplemental indenture which changes or eliminates any covenant or other provision of this Indenture which has expressly been included solely for the benefit of one or more particular series of Securities, or which modifies the rights of the Holders of Securities of such series with respect to such covenant or other provision, shall be deemed not to affect the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities rights under this Indenture; or (14) to comply with any requirements Indenture of the Trust Indenture Holders of Securities of any other series. It shall not be necessary for any Act of Holders under this Section to approve the requirements particular form of any proposed supplemental indenture, but it shall be sufficient if such Act shall approve the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Actsubstance thereof.

Appears in 1 contract

Sources: Indenture (Oracle Corp /De/)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolutionan Establishment Action, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company pursuant to Article VIII and the assumption by any such successor of the covenants of the Company herein and in the Securities; (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (3) to add any additional Events of Default; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons, or to permit or facilitate the issuance of Securities in uncertificated form; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect modify the rights of the Holder of any such Security in any material with respect to such provision or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the SecuritiesSecurities pursuant to the requirements of Article X or otherwise; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.076.11; (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (129) to cure any ambiguity, or to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, ; or (10) or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (1210) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Actseries.

Appears in 1 contract

Sources: Indenture (Allegheny Technologies Inc)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by or pursuant to a Board ResolutionResolution or Officer’s Certificate, and the TrusteeTrustees, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the TrusteeTrustees, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company contained herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power (but not any obligation, except any obligation concomitant to such right or power) herein conferred upon the Company;; or (3) to add any additional Events of Default;Default for the benefit of the Holders of all or any series of Securities (and if such Events of Default are to be for the benefit of less than all series of Securities, stating that such Events of Default are being included solely for the benefit of such series); or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, ; provided that any such addition, change or elimination shall (Aa) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect modify the rights of the Holder of any such Security in any material with respect to such provision; or (Bb) shall become effective only when there is no such Security Outstanding;; or (5) to secure the Securities pursuant to the requirements of any provision of this Indenture or any indenture supplemental hereto or otherwise; or (6) to secure the Securities; (7) to establish the form or and terms of Securities of any series as permitted by Sections 2.01 and 3.01;3.01 and, if required, to provide for the appointment of a co-trustee and/or other agents; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (107) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.10, and/or by additional agents; or (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (12) 8) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, ; provided that any such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any series in any material respect;; or (139) to conform add to or change any provision of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the “Description defeasance and discharge of Debt Securities” contained in any series of Securities pursuant to Sections 4.01, 13.02 and 13.03; provided that any such action shall not adversely affect the Prospectus interests of the Holders of Securities of such series or any similar provision contained other series of securities in any supplement to the Prospectus relating to an offering of debt securities under this Indenturematerial respect; or (1410) to comply with modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to effect the qualifications of this Indenture under any requirements of the applicable Trust Indenture Act of the requirements of the Commission Legislation, including without limitation, in connection with qualifying, or maintaining the qualification of of, this Indenture under the Trust Indenture Act.

Appears in 1 contract

Sources: Indenture (Electrovaya Inc.)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;Default with respect to all or any series of Securities for the benefit of the Holders of any Securities; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons;, or to permit or facilitate the issuance of Securities in uncertificated form or in the form of Book-Entry Securities; or (5) to add to, change or eliminate any of secure the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding;; or (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01;3.01 or to add to the rights of the Holders of any Securities; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (107) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.11(b); or (118) to add to, delete from, or revise the conditions, limitations, and restrictions on the authorized amount, terms, or purposes of issue, authentication, and delivery of Securities, as herein set forth; or (9) to make provisions with respect to any change that does not adversely affect the conversion rights of Holders pursuant to the requirements of Article XIV;any Holder in any material respect; or (1210) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (1210) other than with respect to a defective provision shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.

Appears in 1 contract

Sources: Indenture (D & K Healthcare Resources Inc)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons;, or to permit or facilitate the issuance of Securities in uncertificated form; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding;elimination (6) to secure the Securities;Securities pursuant to the requirements of Section 1008 or otherwise; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 201 and 3.01;301; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;611; or (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (129) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause Clause (129) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.

Appears in 1 contract

Sources: Indenture (Pharmacia & Upjohn Inc)

Supplemental Indentures Without Consent of Holders. Without the consent of any HoldersHolders of Securities, the Company, when authorized by a Board Resolution, Company and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants covenants, agreements and obligations of the Company for the benefit of the Holders of all of the Securities or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securitiesthereof, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 3.01;2.3(a), respectively; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (104) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration admin- istration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;7.8; or (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (125) to cure any ambiguity, to correct defect or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indentureinconsistency; or (146) to comply with add to, change or eliminate any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification provisions of this Indenture under (which addition, change or elimination may apply to one or more series of Securities), provided that any such addition, change or elimination shall neither (A) apply to any Security of any series created prior to the Trust Indenture Act.execution of such supplemental

Appears in 1 contract

Sources: Indenture (Aimco Properties Lp)

Supplemental Indentures Without Consent of Holders. Without the consent of any HoldersHolders of Securities, the Company, when authorized by a Board Resolution, Company and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company under this Indenture and the Securities and the assumption by any such successor Person of the covenants obligations of the Company herein and in the Securitieshereunder; (2) to add to the covenants and Events of the Company Default for the benefit of the Holders of all or any series of such Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred by this Indenture upon the CompanyCompany or to make any change that does not adversely affect the legal rights hereunder of any Holder in any material respect; (3) to add any additional Events of Default; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of SecuritiesIndenture, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security become effective only after there are no such Securities of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor outstanding; BN 83619860v1 (ii4) adversely affect to establish the rights forms or terms of the Holder Securities of any such Security series issued hereunder; (5) to cure any ambiguity or correct any defect or inconsistency in any material respect or (B) shall become effective only when there is no such Security Outstandingthis Indenture; (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and of Securities or otherwise; (7) to add qualify this Indenture under the Trust Indenture Act; (8) to or change provide for uncertificated securities in addition to certificated securities; (9) to supplement any of the provisions of this Indenture as shall be necessary to provide for permit or facilitate the administration defeasance and discharge of the trusts hereunder by more than one Trustee, pursuant to the requirements any series of Section 6.07; (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (12) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this IndentureSecurities, provided that such action pursuant to this clause (12) shall does not adversely affect the interests of the Holders of Securities of such series or any series in any material respect;other series; and (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (1410) to comply with the rules or regulations of any requirements securities exchange or automated quotation system on which any of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture ActSecurities may be listed or traded.

Appears in 1 contract

Sources: Indenture (Community West Bancshares)

Supplemental Indentures Without Consent of Holders. Without the consent of any HoldersHolders of Securities, the Company, when authorized by a Board Resolution, Company and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1a) to evidence the succession of another any Person to the Company in accordance with the provisions of Article IV and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2b) to add to the covenants covenants, agreements and obligations of the Company for the benefit of the Holders of all of the Securities or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securitiesthereof, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities; (7c) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01;2.02(c), respectively; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10d) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.08; or (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (12e) to cure any ambiguity, defect or inconsistency; (f) to correct amend restrictions on transferability of any Securities on any series in any manner that does not adversely affect the rights of any Securityholder in any material respect; or (g) to add to, change or supplement eliminate any of the provisions of this Indenture (which addition, change or elimination may apply to one or more series of Securities), provided that any such addition, change or elimination shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision herein which may be defective or inconsistent nor (ii) modify the rights of the Holder of any such Security with any other provision herein, or respect to such provision; or (h) to secure the Securities (including through the grant of a security interest over collateral that is additional to the Collateral); or (i) to make any other provisions with respect to matters or questions arising under this Indenture, provided change that such action pursuant to this clause (12) shall does not adversely affect the interests of the Holders of Securities rights of any series Securityholder in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.

Appears in 1 contract

Sources: Supplemental Indenture (Prosper Funding LLC)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principalthe Amount Payable at Maturity, and with or without interest coupons;, or to permit or facilitate the issuance of Securities in uncertificated form; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of SecuritiesIndenture, provided that any such addition, change or elimination (A) shall neither (i) apply to any become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture and which is entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding;provision; or (6) to secure the Securities;; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 201 and 3.01;301; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;611(b); or (119) to make add to or change any of the provisions of this Indenture with respect to any Securities that by their terms may be converted into securities or other property other than Securities of the same series and of like tenor, in order to permit or facilitate the issuance, payment or conversion rights of Holders pursuant to the requirements of Article XIV;such Securities; or (1210) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.

Appears in 1 contract

Sources: Indenture (Inco LTD)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, Company and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form reasonably satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants and obligations of the Company herein and in the Securities;Securities and any interest coupons appertaining thereto; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securitiessecurities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;Default with respect to all or any series of Securities; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance or administration of Bearer Securities (including, without limitation, to provide that Bearer Securities may be registrable as to principal only) or to facilitate the issuance or administration of Securities in bearer global form, registrable or not registrable as to principal, and with or without interest coupons;; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture and which is entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding;provision; or (6) to secure the Securities;; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 3.01;3.1; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.11; or (119) if allowed without penalty under applicable laws and regulations, to make provisions with respect permit payment in the United States (including any of the States thereof and the District of Columbia), its territories, its possessions and other areas subject to the conversion rights its jurisdiction of Holders pursuant to the requirements of Article XIV;principal, premium, if any, or interest, if any, on Bearer Securities or interest coupons, if any; or (1210) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, herein or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect in any material respect the interests of the Holders of Securities of any series; or (11) to make provision not adverse to the Holders of Outstanding Securities of any series in with respect to any material respect;conversion or exchange rights of Holders pursuant to the requirements of Article 14, including providing for the conversion or exchange of the Securities into any Equity Securities or property of the Company; or (12) to cure any ambiguity, correct any mistake or comply with any mandatory provision of law; or (13) to conform any provision modify, eliminate or add to the provisions of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement such extent as shall be necessary to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining effect the qualification of this Indenture under the Trust Indenture Act or under any similar federal statute subsequently enacted, and to add to this Indenture such other provisions as may be expressly required under the Trust Indenture Act.

Appears in 1 contract

Sources: Senior Indenture (Eastern Environmental Services Inc)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities; ; (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; ; (3) to add any additional Events of Default; Default with respect to all or any series of the Securities (and, if such Event of Default is applicable to less than all series of Securities, specifying the series to which such Event of Default is applicable); (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; ; to change or eliminate any restrictions on the payment of principal of or any premium or interest on Bearer Securities, to permit Bearer Securities to be issued in exchange for Bearer Securities of other authorized denominations; provided that any such addition or change shall not adversely affect the interests of the Holders of Securities of any series or any related Coupons in any material respect; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, Indenture; provided that any such addition, change or elimination (A) shall neither (i) apply to any become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture and entitled to the benefit which is adversely affected by such change in or elimination of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding; provision; (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 202 and 3.01; 301; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (107) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07711(b); (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (12) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.

Appears in 1 contract

Sources: Indenture (Polaroid Corp)

Supplemental Indentures Without Consent of Holders. Without notice to or the consent of any Holders, the CompanyIssuer, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form reasonably satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company Issuer and the assumption by any such successor of the covenants of the Company Issuer herein and in the Securities; (2) to add to the covenants of the Company Issuer for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the CompanyIssuer; (3) to add any additional Events of DefaultDefault with respect to all or any series of Securities (and if such Events of Default are to be for the benefit of less than all series of Securities, stating that such Events of Default are expressly being included solely for the benefit of such series); (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; provided, however, that any such action shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of SecuritiesIndenture, provided that any such addition, change or elimination (A) shall neither (i) apply to any become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture and which is entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstandingprovision; (6) to secure any or all of the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.076.11(b); (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (129) to cure any ambiguity, defect or inconsistency or to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, herein or to qualify or maintain the qualification of the Indenture under the Trust Indenture Act; (10) to make any other provisions with respect to matters or questions arising under this Indenture, provided change that such action pursuant to this clause (12) shall does not materially adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenturethen Outstanding; or (1411) to comply with any requirements provide for uncertificated Securities in addition to or in place of certificated Securities (provided that the uncertificated Securities are issued in registered form for purposes of Section 163(f) of the Trust Indenture Act Internal Revenue Code or in a manner such that the uncertificated Securities are described in Section 163(f)(2)(B) of such Code). Upon request of the requirements Issuer, accompanied by Board Resolutions authorizing the execution of any such supplemental indenture, and upon receipt by the Trustee of the Commission documents described in connection (and subject to the last sentence of) Section 9.03, the Trustee shall join with maintaining the qualification Issuer in the execution of any supplemental indenture authorized or permitted by the terms of this Indenture under the Trust Indenture ActIndenture.

Appears in 1 contract

Sources: Subordinated Debt Indenture (Nexen Inc)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons;, or to permit or facilitate the issuance of Securities in uncertificated form; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07; (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (12) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.,

Appears in 1 contract

Sources: Indenture (Huntington Bancshares Inc/Md)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form reasonably satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;Default for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons, or to permit or facilitate the issuance of Securities in uncertificated form; or (5) to add to or change any of the provisions of this Indenture to such extent as shall be neccessary to permit or facilitate the issuance of Securities of any series denominated in one or more foreign currencies, currency units or composite currencies; (56) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, ; provided that any such addition, change or elimination (Ai) shall neither (iA) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (iiB) adversely affect modify the rights of the Holder of any such Security in any material with respect to such provision or (Bii) shall become effective only when there is no such Security Outstanding;; or (67) to secure the Securities;Securities of any series; or (7) 8) to establish the form or terms of Securities of any series as permitted by Sections 2.01 201 and 3.01; (8) to comply with Section 8.01;301; or (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;611(b); or (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (1210) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, ; provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (1411) to comply make provision with any requirements respect to the conversion rights of the Trust Indenture Act of Holders pursuant to the requirements of Article Twelve, including providing for the Commission in connection with maintaining conversion of the qualification Securities into any security (other than the Common Stock of this Indenture under the Trust Indenture ActCompany) or property of the Company; or (12) to conform to any mandatory provisions of law.

Appears in 1 contract

Sources: Indenture (Nabors Industries Inc)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, Trustee (at the direction of the Company) at any time and from time to time, may enter into one or more indentures supplemental hereto, in form reasonably satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;Default with respect to all or any series of Securities (and if such Events of Default are to be for the benefit of less than all series of Securities, stating that such Events of Default are expressly being included solely for the benefit of such series); or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of new Securities permitted by Section 2.1 in bearer form, registrable or not registrable as to principal, and with or without interest coupons;, or to permit or facilitate the issuance of Securities in uncertificated form; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of SecuritiesIndenture, provided that any such addition, change or elimination (A) shall neither (i) apply to any become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture and which is entitled to the benefit of such provision nor provision; or (ii6) to make a change to the Securities of any series that does not adversely affect the rights of the any Holder of any the Securities of such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities;series; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01;Section 2.1; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and or to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;8.11(b); or (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (129) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (1410) to comply with any requirements of the Trust Indenture Act of the requirements requirement of the Commission in connection with maintaining order to effect or maintain the qualification of this Indenture under the Trust Indenture Act; or (11) to conform the Indenture or the Securities to the description thereof in the related prospectus, offering memorandum or disclosure document.

Appears in 1 contract

Sources: Indenture (Genzyme Corp)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, the Guarantors and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities; (2a) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the CompanyCompany or any Guarantor hereunder, under any indenture supplemental hereto or under any series of Securities; (3b) to evidence the succession of another Person to the Company or any Guarantor, or successive successions, and the assumption by the successor Person of the covenants, agreements and obligations of the Company or such Guarantor pursuant to Article 8; (c) to add any additional Events of Default; (4) to add to or change any Default for the benefit of the provisions Holders of this Indenture to such extent as shall be necessary to permit all or facilitate the issuance any series of Securities in bearer form, registrable or not registrable as (and if such additional Events of Default are to principal, and with or without interest coupons; (5) to add to, change or eliminate any be for the benefit of the provisions of this Indenture in respect of one or more less than all series of Securities, provided stating that any such addition, change or elimination (A) shall neither (i) apply to any Security additional Events of any series created prior to the execution of such supplemental indenture and entitled to Default are expressly being included solely for the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstandingseries); (6d) to add new Guarantors; (e) to provide for the release of any Guarantor in accordance with this Indenture; (f) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10g) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.076.11; (11h) to make provide for the issuance of additional Securities of any series; (i) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (j) to comply with the rules of any applicable Depositary; (k) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated form; (l) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities; provided that any such addition, change or elimination (1) shall neither (a) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (b) modify the rights of the Holder of any such Security with respect to the conversion rights of Holders pursuant to the requirements of Article XIVsuch provision or (2) shall become effective only when there is no Security described in clause (A) Outstanding; (12m) to cure any ambiguity, to correct or supplement any provision herein of this Indenture which may be defective or inconsistent with any other provision herein, or ; (n) to make change any other provisions with respect to matters provision contained in the Securities of any series or questions arising under this Indenture, ; provided that such action pursuant to this clause (12n) shall not adversely affect the interests of the Holders of Securities of any series in any material respect;; and (13o) to conform any provision of this Indenture or the Securities of any series to the “Description description of Debt Securities” such Securities contained in the Prospectus Company’s prospectus, prospectus supplement, offering memorandum or any similar provision contained in any supplement document with respect to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements the Securities of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Actsuch series.

Appears in 1 contract

Sources: Indenture (KKR & Co. Inc.)

Supplemental Indentures Without Consent of Holders. Without (a) The Company and the Trustee may amend this Indenture or the Securities or waive any provision hereof without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposesHolder: (1i) to evidence the succession of another Person cure any ambiguity, defect or inconsistency; (ii) to the Company and the assumption by any such successor of the covenants of the Company herein and comply with Section 7.01 hereof; (iii) to provide for uncertificated Securities in the addition to certificated Securities; (2iv) to make any change that does not adversely affect the legal rights hereunder of any Holder of a Security of any series; (ii) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; 225 (3v) to add any additional Events of DefaultDefault for the benefit of the Holders of all or any series of Securities (and if such Events of Default are to be for the benefit of less than all series of Securities, stating that such Events of Default are being included solely for the benefit of such series); (4vi) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, ; provided that any such addition, change or elimination (A) shall neither (i) apply to any become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture and which is entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstandingprovision; (6) to secure the Securities; (7vii) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.013.01 hereof; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10viii) to evidence and provide for the acceptance of appointment hereunder by of a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.079.08 hereof; (11ix) to make supplement any of the provisions with respect of the Indenture to such extent as shall be necessary to implement the conversion rights provisions of Holders Article 11 hereof or discharge of any series of Securities pursuant to the requirements of Article XIV; (12) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, Sections 12.01 and 12.02 hereof; provided that any such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of such series or any other series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14x) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust TIA. (b) Upon the request of the Company, accompanied by a Board Resolution authorizing the execution of any such supplemental indenture, and upon receipt by the Trustee of the documents described in Section 13.06 hereof, the Trustee will join with the Company in the execution of any supplemental indenture authorized or permitted by the terms of this Indenture Actand make any further appropriate agreements and stipulations that may be contained therein. After an amendment or waiver under this Section 13.01 becomes effective, the Company will mail to the Holders of each Security affected thereby a notice describing the amendment or waiver. Any failure of the Company to mail such notice, will not, however, affect the validity of any such supplemental indenture.

Appears in 1 contract

Sources: Senior Subordinated Indenture (U S Home Corp /De/)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form reasonably satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;Default with respect to all or any series of Securities; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit facilitate the issuance of Bearer Securities (including, without limitation, to provide that Bearer Securities may be registrable as to principal only) or to facilitate the issuance of Securities in bearer global form, registrable or not registrable as to principal, and with or without interest coupons;; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, Indenture; provided that any such addition, change or elimination (A) shall neither (i) apply to any become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture and which is entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding;provision; or (6) to secure the Securities;; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 3.01;3.1; or 1. (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.11; or (119) if allowed without penalty under applicable laws and regulations, to make provisions with respect permit payment in the United States (including any of the states and the District of Columbia), its territories, its possessions and other areas subject to the conversion rights its jurisdiction of Holders pursuant to the requirements of Article XIV;principal, premium, if any, or interest, if any, on Bearer Securities or coupons, if any; or (1210) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, herein or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders any Holder of Securities of any series in any material respect; (13) to conform any provision of this Indenture to or the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this IndentureTrustee; or (1411) to comply with cure any requirements ambiguity or correct any mistake, provided such action shall not adversely affect the interests of any Holder of Securities of any series or the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture ActTrustee.

Appears in 1 contract

Sources: Indenture (Public Service Co of North Carolina Inc)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1i) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities; (2ii) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (3iii) to add any additional Events of DefaultDefault with respect to all or any series of the Securities (and, if such Event of Default is applicable to less than all series of Securities, specifying the series to which such Event of Default is applicable); (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5iv) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, Indenture; provided that any such addition, change or elimination (A) shall neither (i) apply to any become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture and entitled to the benefit which is adversely affected by such change in or elimination of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstandingprovision; (6v) to secure the Securities; (7vi) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01and/or 3.02; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10vii) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.076.11(b); (11viii) to make provisions with respect provide for the issuance of uncertificated Securities of one or more series in addition to the conversion rights or in place of Holders pursuant certificated Securities; (ix) to conform any provision hereof to the requirements of Article XIVthe Trust Indenture Act or otherwise as necessary to comply with applicable law; (12x) to cure any ambiguity, ambiguity or to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or ; (xi) to modify the provisions of Article XIII of this Indenture with respect to the subordination of Outstanding Securities of any series in a manner not materially adverse to the Holders thereof; or (xii) to make any other provisions with respect to matters or questions arising under this Indenture, ; provided that such action pursuant to this clause (12) other provisions as may be made shall not adversely affect the interests of the Holders of Outstanding Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.

Appears in 1 contract

Sources: Subordinated Indenture (Gsi Commerce Inc)

Supplemental Indentures Without Consent of Holders. Without The Issuer and the Trustee may amend this Indenture or the Securities or enter into an indenture supplemental hereto without notice to or the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposesHolder to: (1a) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securitiescure ambiguities, mistakes, defects or inconsistencies; (2b) to add comply with Article 8 in the case of a merger or consolidation; (c) make any change that would provide any additional rights or benefits to the covenants of the Company for the benefit of the Holders of all or any series the Securities of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such a series) or to surrender any right or power herein conferred upon the Company; (3d) to add any additional Events of Default; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee or add guarantors with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07series; (11e) to make provisions with respect to secure the conversion rights Securities of Holders pursuant to the requirements of Article XIVa series; (12f) to cure any ambiguity, to correct establish the form or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders forms of Securities of any series in any material respectseries; (13g) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining maintain the qualification of this Indenture under the Trust Indenture Act; (h) conform any provision in this Indenture to the prospectus, offering memorandum, offering circular or any other document pursuant to which the Securities of such series were offered; or (i) make any change that does not adversely affect the rights of any Holder in any material respect. The Trustee is hereby authorized to join with the Issuer in the execution of any such amendment or supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such amendment or supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise. Any amendment or supplemental indenture authorized by the provisions of this section may be executed without notice to and without the consent of the Holders of any of the Securities at the time Outstanding, notwithstanding any of the provisions of Section 7.02.

Appears in 1 contract

Sources: Indenture (Lightning eMotors, Inc.)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holdersthe Holders of a series of Securities, the CompanyIssuer, when authorized by a Board Resolution, the Guarantor and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposesto: (1a) to secure the Securities of such series; (b) evidence the succession of another Person person to the Company Issuer or the Guarantor and the assumption by any such successor of the covenants and agreements of the Company Issuer or the Guarantor herein and in the SecuritiesSecurities of such series; (2c) evidence or provide for the acceptance of appointment hereunder by a successor trustee with respect to the Securities of such series; (d) change the terms of the Securities of such series to correct a manifest error (for the avoidance of doubt, no other modification may be made to the terms of the Securities of such series); (e) cure any ambiguity or to correct or supplement any provision contained in this Indenture or any indenture supplemental hereto which may be defective or inconsistent with any other provision contained herein or in any indenture supplemental hereto; (f) to add to delete, amend or supplement any provision contained in this Indenture or in any indenture supplemental hereto, provided that no such amendment or supplement shall materially adversely affect the covenants of the Company for the benefit interests of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;then Outstanding; or (3) to add any additional Events of Default; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities; (7g) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07; (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (12) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act2.1.

Appears in 1 contract

Sources: Indenture (Telefonica Emisiones, S.A.U.)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, 69 60 901 may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: : (1) to evidence the succession of another Person corporation to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities; ; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; ; or (3) to add any additional Events of Default; Default to all or any series of Securities; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; ; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of SecuritiesIndenture, provided that any such addition, change or elimination (A) shall neither (i) apply to any become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture and which is entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect provision; or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 201 and 3.01; 301; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (107) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07; 611(b); (11) 8) to make provisions provision with respect to the conversion rights rights, if any, of Holders of Securities pursuant to the requirements of Article XIV; 15 hereof; or (129) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or 70 61 901,902 questions arising under this Indenture, provided that such action pursuant to this clause (12) Indenture which shall not adversely affect the interests of the Holders of Securities of any series in any material respect; . SECTION 902. Supplemental Indentures with Consent of Holders. With the consent of the Holders of not less than a majority in principal amount of the Outstanding Securities of each series affected by such supplemental indenture, by Act of said Holders delivered to the Company and the Trustee, the Company, when authorized by a Board Resolution, and the Trustee may enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of modifying in any manner the rights of the Holders of Securities of such series under this Indenture; provided, however, that no such supplemental indenture shall, without the consent of the Holder of each Outstanding Security affected thereby, (131) change the Stated Maturity of the principal of, or any instalment of principal of or interest on, any Security, or reduce the principal amount thereof or the rate of interest thereon or any premium payable upon the redemption thereof, or reduce the amount of the principal of an Original Issue Discount Security that would be due and payable upon a declaration of acceleration of the Maturity thereof pursuant to conform Section 502, or change any Place of Payment where, or the coin or currency in which, any Security or any premium or the interest thereon is payable, or impair the right to institute suit for the enforcement of any such payment on or after the Stated Maturity thereof (or, in the case of redemption, on or after the Redemption Date), or adversely affect the right to convert any security as provided in Article Fifteen or modify the provisions of this Indenture with respect to the subordination of the Securities in a manner adverse to the Holders, or (2) reduce the percentage in principal amount of the Outstanding Securities of any series, the consent of whose Holders is required for any such supplemental indenture, or the consent of whose Holders is required for any waiver (of compliance with certain provisions of this Indenture or certain defaults hereunder and their consequences) provided for in this Indenture, or (3) modify any of the provisions of this Section or Section 513, except to increase any such percentage or to provide that certain other 71 62 902,903,904,905 provisions of this Indenture cannot be modified or waived without the consent of the Holder of each Outstanding Security affected thereby, provided, however, that this clause shall not be deemed to require the consent of any Holder with respect to changes in the references to "the Trustee" and concomitant changes in this Section, or the deletion of this proviso, in accordance with the requirements of Sections 611(b) and 901(8). A supplemental indenture which changes or eliminates any covenant or other provision of this Indenture which has expressly been included solely for the benefit of one or more particular series of Securities, or which modifies the rights of the Holders of Securities of such series with respect to such covenant or other provision, shall be deemed not to affect the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities rights under this Indenture; or (14) to comply with any requirements Indenture of the Trust Indenture Holders of Securities of any other series. It shall not be necessary for any Act of Holders under this Section to approve the requirements particular form of any proposed supplemental indenture, but it shall be sufficient if such Act shall approve the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Actsubstance thereof. SECTION 903.

Appears in 1 contract

Sources: Indenture (Anadarko Petroleum Corp)

Supplemental Indentures Without Consent of Holders. Without the consent of any HoldersHolders of Debt Securities, the Company, when authorized by a Board Resolution, and the TrusteeTrustee for the Debt Securities of any or all series, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the such Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company pursuant to Article 8, and the assumption by any such successor of the covenants of the Company herein and in the Securities;Debt Securities contained; or (2) to add to the covenants of the Company Company, for the benefit of the Holders of all or any particular series of Debt Securities (and and, if such covenants are to be for the benefit of less fewer than all series of Debt Securities, stating that such covenants are expressly being included solely for the benefit of such series) ), or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;Default with respect to any or all series of Debt Securities (and, if any such Event of Default applies to fewer than all series of Debt Securities, stating each series to which such Event of Default applies); or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of SecuritiesIndenture, provided provided, however, that any such addition, change or elimination (A) shall neither (i) apply to any become effective only when there is no Debt Security Outstanding of any series created prior to the execution of such supplemental indenture and which is entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any and as to which such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding;supplemental indenture would apply; or (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (105) to evidence and provide for the acceptance of appointment hereunder by of a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more other than one Trustee, pursuant to the requirements of Section 6.07; (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (12) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.Star Bank,

Appears in 1 contract

Sources: Indenture (American Financial Group Inc)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolutionan Establishment Action, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company pursuant to Article VIII and the assumption by any such successor of the covenants of the Company herein and in the Securities; (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (3) to add any additional Events of Default; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons, or to permit or facilitate the issuance of Securities in uncertificated form; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect modify the rights of the Holder of any such Security in any material with respect to such provision or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07; (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (129) to cure any ambiguity, or to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or ; or (10) to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (1210) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Actseries.

Appears in 1 contract

Sources: Indenture (Hancock Holding Co)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons;; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of SecuritiesIndenture, provided that any such addition, change or elimination (A) shall neither (i) apply to any become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture and which is entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding;provision; or (6) to secure the Securities;; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 3.01;3.1; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.11(b); or (119) to make provisions with respect to the conversion provide for any rights of the Holders pursuant of Securities of any series to require the requirements repurchase of Article XIV;Securities of such series from the Company; or (1210) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.

Appears in 1 contract

Sources: Indenture (Ingersoll Rand Co)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, Trustee at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1a) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants covenants, agreements and obligations of the Company contained herein and in the Securities;; or (2b) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3c) to add any additional Events of Default;Default (and if such Events of Default are to be applicable to less than all series, stating that such Events of Default are expressly being included solely to be applicable to such series); or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5d) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities; provided, provided however, that any such addition, change or elimination (Ai) shall neither (iA) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (iiB) adversely affect modify the rights of the Holder of any such Security in any material with respect to such provision or (Bii) shall become effective only when there is no such Security Outstanding;; or (6e) to secure convey, transfer, assign, mortgage or pledge to the Securities;Trustee as security for the Securities of one or more series any property or assets; or (7f) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01;; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10g) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.11; or (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (12h) to cure any ambiguity, to correct or supplement any provision herein or in any supplemental indenture which may be defective or inconsistent with any other provision herein, contained herein or in any supplemental indenture; or to change or eliminate any provision or to make any other provisions with respect to matters or questions arising under this IndentureIndenture or under any supplemental indenture as the Company may deem necessary or desirable; provided, provided however, that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of the Outstanding Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Actseries.

Appears in 1 contract

Sources: Indenture (Contifinancial Corp)

Supplemental Indentures Without Consent of Holders. Without the -------------------------------------------------- consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form reasonably satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company and the assumption by any such successor of the covenants and obligations of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;Default with respect to all or any series of Securities; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit facilitate the issuance of Bearer Securities (including, without limitation, to provide that Bearer Securities may be registrable as to principal only) or to facilitate the issuance of Securities in bearer global form, registrable or not registrable as to principal, and with or without interest coupons;; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of SecuritiesIndenture, provided that any such addition, change or elimination (A) shall neither (i) apply to become effective only if it does not affect any Security Outstanding of any series created prior to the execution of such supplemental indenture and that is entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding;provision; or (6) to secure the Securities;; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 3.01;3.1; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.11; or (119) if allowed without penalty under applicable laws and regulations, to make provisions with respect permit payment in the United States (including any of the states and the District of Columbia), its territories, its possessions and other areas subject to the conversion rights its jurisdiction of Holders pursuant to the requirements of Article XIV;principal, premium, if any, or interest, if any, on Bearer Securities or coupons, if any; or (1210) to cure any ambiguity, to correct or supplement any provision herein which that may be defective or inconsistent with any other provision herein, herein or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of -------- the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indentureseries; or (1411) to comply with cure any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Actambiguity or correct any mistake.

Appears in 1 contract

Sources: Indenture (Acterna Corp)

Supplemental Indentures Without Consent of Holders. Without the consent of any HoldersHolders of Securities, the Company, when authorized by a Board Resolution, Company the Parent Guarantor and the TrusteeTrustee for the Securities of any or all series, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the such Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company Company, and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company Company, for the benefit of the Holders of all or any particular series of Securities (and and, if such covenants are to be for the benefit of less fewer than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) ), or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;Default with respect to any or all series of Securities (and, if any such Event of Default applies to fewer than all series of Securities, stating each series to which such Event of Default applies); or (4) to add to or to change any of the provisions of this Indenture to provide for the issuance of uncertificated Securities of any series in addition to or in place of any certificated Securities and to make all appropriate changes for such purposes; provided, however, that any such action shall not adversely affect the interests of the Holders of Securities of any series in any material respect; or (5) to change or eliminate any of the provisions of this Indenture; provided, however, that any such change or elimination shall become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture which is entitled to the benefit of such provision; or (6) to evidence and provide for the acceptance of appointment hereunder of a Trustee other than Deutsche Bank Trust Company Americas as Trustee for a series of Securities and to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit provide for or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any administration of the provisions of this Indenture in respect of trusts hereunder by more than one or more series of SecuritiesTrustee, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior pursuant to the execution requirements of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities;Section 6.8; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.076.10(b); or (8) to add to the conditions, limitations and restrictions on the authorized amount, form, terms or purposes of issue, authentication and delivery of Securities, as herein set forth, other conditions, limitations and restrictions thereafter to be observed; or (9) to supplement any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the defeasance and discharge of any series of Securities pursuant to Section 4.1; provided, however, that any such action shall not adversely affect the interests of the Holders of Securities of such series or any other series of Securities in any material respect; or (10) to establish the form and terms of any series of Securities; (11) to make provisions add Guarantees with respect to the conversion rights Securities of Holders pursuant such series or to confirm and evidence the requirements release, termination or discharge of Article XIV;any such Guarantee when such release, termination or discharge is permitted under this Indenture; or (12) to cure any ambiguity, to correct or supplement any provision herein or in any Security which may be defective or inconsistent with any other provision hereinherein or in any Security, to convey, transfer, assign, mortgage or pledge any property to or with the Trustee for the Securities of any series or to surrender any right or power herein conferred upon the Company or the Parent Guarantor, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any particular series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.

Appears in 1 contract

Sources: Indenture (Mondelez International, Inc.)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form reasonably satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;Default with respect to all or any series of Securities; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit facilitate the issuance of Bearer Securities (including, without limitation, to provide that Bearer Securities may be registrable as to principal only) or to facilitate the issuance of Securities in bearer global form, registrable or not registrable as to principal, and with or without interest coupons;; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, Indenture; provided that any such addition, change or elimination (A) shall neither (i) apply to any become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture and which is entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding;provision; or (6) to secure the Securities;; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 3.01;3.1; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.11; or (119) if allowed without penalty under applicable laws and regulations, to make provisions with respect permit payment in the United States (including any of the states and the District of Columbia), its territories, its possessions and other areas subject to the conversion rights its jurisdiction of Holders pursuant to the requirements of Article XIV;principal, premium, if any, or interest, if any, on Bearer Securities or coupons, if any; or (1210) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, herein or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders any Holder of Securities of any series in any material respect; (13) to conform any provision of this Indenture to or the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this IndentureTrustee; or (1411) to comply with cure any requirements ambiguity or correct any mistake, provided such action shall not adversely affect the interests of any Holder of Securities of any series or the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture ActTrustee.

Appears in 1 contract

Sources: Indenture Agreement (Public Service Co of North Carolina Inc)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the CompanyCorporation, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company Corporation and the assumption by any such successor of the covenants of the Company Corporation contained herein and in the Securities;; or (2) to add to the covenants of the Company Corporation for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;Corporation; or (3) to add any additional Events of Default;Default (and if such Events of Default are to be for the benefit of less than all series of Securities, stating that such Events of Default are being included solely for the benefit of such series); or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, Indenture; provided that any such addition, change or elimination (A) shall neither (i) apply to any become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture and which is entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding;provision; or (65) to secure the Securities;Securities pursuant to the requirements of Section 803 or 1006 or otherwise; or (76) to establish the form or terms of Securities of any series as permitted by Sections 2.01 201 and 3.01;301; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (107) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;610(b) or to comply with applicable law; or (11) 8) to make provisions close this Indenture with respect to the conversion rights authentication and delivery of Holders additional series of Securities; or (9) to supplement any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the defeasance and discharge of any series of Securities pursuant to Sections 401, 1402 and 1403; provided that any such action shall not adversely affect the requirements interests of Article XIV;the Holders of Securities of such series or any other series of Securities in any material respect; or (1210) to cure any ambiguity, to correct or supplement any provision herein or in any supplemental indenture which may be defective or inconsistent with any other provision hereinherein or in any supplemental indenture, or to make any other provisions with respect to matters or questions arising under this Indenture, hereunder or in any supplemental indenture; provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.

Appears in 1 contract

Sources: Indenture (Ovintiv Inc.)

Supplemental Indentures Without Consent of Holders. Without notice to or the consent of any HoldersHolders of a series of Securities, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities; ; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; ; or (3) to add any additional Events of Default; Default with respect to all or any series of Securities; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; ; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of SecuritiesIndenture, provided that any such addition, change or elimination (A) shall neither (i) apply to any become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture and Indenture which is entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07; (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (12) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indentureprovision; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.

Appears in 1 contract

Sources: Senior Debt Indenture (Adelphia Communications Corp)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, the Guarantors and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities; (2a) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the CompanyCompany or any Guarantor hereunder, under any indenture supplemental hereto or under any series of Securities; (3b) to evidence the succession of another Person to the Company or any Guarantor, or successive successions, and the assumption by the successor Person of the covenants, agreements and obligations of the Company or such Guarantor pursuant to Article 8; (c) to add any additional Events of Default; (4) to add to or change any Default for the benefit of the provisions Holders of this Indenture to such extent as shall be necessary to permit all or facilitate the issuance any series of Securities in bearer form, registrable or not registrable as (and if such additional Events of Default are to principal, and with or without interest coupons; (5) to add to, change or eliminate any be for the benefit of the provisions of this Indenture in respect of one or more less than all series of Securities, provided stating that any such addition, change or elimination (A) shall neither (i) apply to any Security additional Events of any series created prior to the execution of such supplemental indenture and entitled to Default are expressly being included solely for the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstandingseries); (6d) to add new Guarantors; (e) to provide for the release of any Guarantor in accordance with this Indenture; (f) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10g) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.076.11; (11h) to make provide for the issuance of additional Securities of any series; (i) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (j) to comply with the rules of any applicable Depositary; (k) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated form; (l) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities; provided that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such Security with respect to the conversion rights of Holders pursuant to the requirements of Article XIVsuch provision or (ii) shall become effective only when there is no Security described in clause (A) Outstanding; (12m) to cure any ambiguity, to correct or supplement any provision herein of this Indenture which may be defective or inconsistent with any other provision herein, or ; (n) to make change any other provisions with respect to matters provision contained in the Securities of any series or questions arising under this Indenture, ; provided that such action pursuant to this clause (12n) shall not adversely affect the interests of the Holders of Securities of any series in any material respect;; and (13o) to conform any provision of this Indenture or the Securities of any series to the “Description description of Debt Securities” such Securities contained in the Prospectus Company’s prospectus, prospectus supplement, offering memorandum or any similar provision contained in any supplement document with respect to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements the Securities of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Actsuch series.

Appears in 1 contract

Sources: Indenture (KKR & Co. Inc.)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons;; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of SecuritiesIndenture, provided that any such addition, change or elimination (A) shall neither (i) apply to any become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture and which is entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding;provision; or (6) to secure the Securities;; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 3.01;3.1; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.11(b); or (119) to make provisions with respect to the conversion provide for any rights of the Holders pursuant of Securities of any series to require the requirements repurchase of Article XIV;Securities of such series from the Company; or (1210) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained respect or, in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements case of the Securities of a series issued to a Trust Indenture Act and for so long as any of the requirements corresponding series of Preferred Securities issued by such Trust shall remain outstanding, the Commission in connection with maintaining the qualification holders of this Indenture under the Trust Indenture Actsuch Preferred Securities.

Appears in 1 contract

Sources: Indenture (Ingersoll Rand Co)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;Default (and if such Events of Default are to be applicable to less than all series, stating such Events of Default are expressly being included solely to be applicable to such series); or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons;; or (5) to add to, change or eliminate any of the provisions of this Indenture Indenture, in respect of one or more series of Securities, provided that -------- any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect modify the rights of the Holder of any such Security in any material with respect to such provision or (B) shall become effective only when there is no such Security Outstanding;; or (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01;; or ------------- ---- (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (107) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;be (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (12) 8) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests interest of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.

Appears in 1 contract

Sources: Indenture (Tribune Co)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the CompanyCorporation, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company Corporation and the assumption by any such successor of the covenants of the Company Corporation contained herein and in the Securities;; or (2) to add to the covenants of the Company Corporation for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;Corporation; or (3) to add any additional Events of Default;Default (and if such Events of Default are to be for the benefit of less than all series of Securities, stating that such Events of Default are being included solely for the benefit of such series); or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, Indenture; provided that any such addition, change or elimination (A) shall neither (i) apply to any become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture and which is entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding;provision; or (65) to secure the Securities;Securities pursuant to the requirements of Section 8.03 or 10.06 or otherwise; or (76) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01;; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (107) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.10(b) or to comply with applicable law; or (11) 8) to make provisions close this Indenture with respect to the conversion rights authentication and delivery of Holders additional series of Securities; or (9) to supplement any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the defeasance and discharge of any series of Securities pursuant to Sections 4.01, 14.02 and 14.03; provided that any such action shall not adversely affect the requirements interests of Article XIV;the Holders of Securities of such series or any other series of Securities in any material respect; or (1210) to cure any ambiguity, to correct or supplement any provision herein or in any supplemental indenture which may be defective or inconsistent with any other provision hereinherein or in any supplemental indenture, or to make any other provisions with respect to matters or questions arising under this Indenture, hereunder or in any supplemental indenture; provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.

Appears in 1 contract

Sources: Indenture (Ovintiv Inc.)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons;, or to permit or facilitate the issuance of Securities in uncertificated form; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of SecuritiesIndenture, provided that any such addition, change or elimination (A) shall neither (i) apply to any become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture and which is entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding;provision; or (6) to secure the Securities;; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 201 and 3.01;301; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;611(b); or (119) to make add to or change any of the provisions of this Indenture with respect to any Securities that by their terms may be converted into securities or other property other than Securities of the same series and of like tenor, in order to permit or facilitate the issuance, payment or conversion rights of Holders pursuant to the requirements of Article XIV;such Securities; or (1210) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.

Appears in 1 contract

Sources: Subordinated Indenture (Inco LTD)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, Company and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1a) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;Securities all as provided in Article Eleven; or (2b) to add to the one or more covenants of the Company or other provisions for the benefit of the Holders of all or any series of Securities Securities, or any Tranche thereof or to surrender any right or power herein conferred upon the Company (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;); or (3c) to add any additional Events of Default;Default with respect to all or any series of Securities Outstanding hereunder (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); or (4d) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any of the provisions provision of this Indenture in respect or to add any new provision to this Indenture; provided, however, that if such change, elimination or addition shall adversely affect the interests of one or more series the Holders of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security Securities of any series created prior to or Tranche Outstanding on the execution date of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect respect, such change, elimination or (B) addition shall become effective with respect to such series or Tranche only pursuant to the provisions of Section 1202 hereof or when there is no Security of such Security series or Tranche remains Outstanding;; or (6e) to secure provide collateral security for the Securities;Securities of any series; or (7f) to establish the form or terms of Securities of any series or Tranche or any Guarantees as permitted contemplated by Sections 2.01 201 and 3.01;301; or (8) g) to comply with Section 8.01;provide for the authentication and delivery of bearer securities and coupons appertaining thereto representing interest thereon and for the procedures for the registration, exchange and replacement thereof and for the giving of notice to, and the solicitation of the vote or consent of, the holders thereof, and for any and all other matters incidental thereto; or (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10h) to evidence and provide for the acceptance of appointment hereunder by a separate or successor Trustee or co-trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;911(b); or (11i) to make provisions with respect provide for the procedures required to permit the conversion rights Company to utilize, at its option, a non certificated system of Holders pursuant to registration for all, or any series or Tranche of, the requirements of Article XIV;Securities; or (12j) to change any place or places where (1) the principal of and premium, if any, and interest on all or any series of Securities, or any Tranche thereof, shall be payable, (2) all or any series of Securities, or any Tranche thereof, may be surrendered for registration of transfer, (3) all or any series of Securities, or any Tranche thereof, may be surrendered for exchange and (4) notices and demands to or upon the Company in respect of all or any series of Securities, or any Tranche thereof, and this Indenture may be served; or (k) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other changes to the provisions hereof or to add other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) other changes or additions shall not adversely affect the interests of the Holders of Securities of any series or Tranche in any material respect; (13) to conform any provision . Without limiting the generality of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of foregoing, if the Trust Indenture Act as in effect at the date of the requirements of the Commission in connection with maintaining the qualification execution and delivery of this Indenture under the Trust Indenture Act.or at any time thereafter shall be amended and

Appears in 1 contract

Sources: Subordinated Indenture (Southwestern Electric Power Co)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by cure any such successor of the covenants of the Company herein and in the Securities;ambiguity, defect or inconsistency; or (2) to provide for uncertificated Debt Securities of a particular series in addition to or in place of certificated Debt Securities of such series; or (3) to provide for the assumption of the Company’s obligations to Holders of Debt Securities in the case of a merger or consolidation or sale of all or substantially all of the Company’s assets; or (4) to make any change that would provide any additional rights or benefits to the Holders of Debt Securities or that does not adversely affect in any material respect the legal rights under this Indenture of any such Holder; or (5) to add any Person as a Guarantor; or (6) to comply with any requirements of the Commission in order to effect or maintain the qualification of this Indenture under the Trust Indenture Act; or (7) to remove a Guarantor which, in accordance with the terms of this Indenture, ceases to be liable in respect of its Guarantee; or (8) to evidence and provide for the acceptance of appointment under this Indenture by a successor Trustee; or (9) to secure all of the Debt Securities of a particular series (subject to compliance with the covenants applicable to each other series of Debt Securities); or (10) to add to the covenants of the Company or any Guarantor for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;Company or any Guarantor; or (3) to add any additional Events of Default; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities; (711) to establish the form or terms of Debt Securities of any series as permitted by Sections 2.01 and 3.01; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07; (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (12) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.

Appears in 1 contract

Sources: Indenture (Scotts Miracle-Gro Co)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;Default with respect to all or any series of Securities; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons;, or to permit or facilitate the issuance of Securities in uncertificated form; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided provided, that any such addition, change or elimination (Ai) shall neither (iA) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (iiB) adversely affect modify the rights of the Holder of any such Security in any material with respect to such provision or (Bii) shall become effective only when there is no such Security Outstanding;; or (6) to secure the Securities;Securities pursuant to the requirements of Section 10.6 or otherwise; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 3.01;3.1; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.11(b); or (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (129) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (129) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.

Appears in 1 contract

Sources: Indenture (Case Credit Corp)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities; (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein or in the Securities conferred upon the Company; (3) to add cure any additional Events of Defaultambiguity or to correct any provision herein which may be defective or inconsistent with any other provision herein; (4) to add to or change any comply with the requirements of the provisions Commission in order to effect or maintain the qualification of this Indenture to such extent under the Trust Indenture Act, as shall be necessary to permit contemplated by Section 905 or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest couponsotherwise; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of the appointment hereunder by of a successor Trustee with respect to the Securities of one or more series hereunder and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07611; (116) to make provisions with respect to establish the conversion rights of Holders pursuant to the requirements of Article XIV; (12) to cure any ambiguity, to correct form or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders terms of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indentureas permitted by Sections 201 and 301; or (147) to comply with make any requirements other change that does not adversely affect the rights of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Actany Holder.

Appears in 1 contract

Sources: Indenture (Southwestern Public Service Co)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board ResolutionResolution of the Company, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities; (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (3) to add any additional Events of Default; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons, or to permit or facilitate the issuance of Securities in uncertificated form; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect modify the rights of the Holder of any such Security in any material with respect to such provision or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (8) 7) to comply with Section 8.018.01 and 8.02; (9) 8) to permit or facilitate the issuance of provide for uncertificated Securities in addition to or in place of certificated Securities; (9) to secure the Securities of one or more series; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.076.08; (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (12) to cure any ambiguityambiguity or omissions, to correct or supplement any provision herein herein, in any supplemental indenture or in an Officer’s Certificate pursuant to Section 3.01, which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, any supplemental indenture or any such Officer’s Certificate as the Board of Directors may deem desirable, provided that such action pursuant to this clause (1211) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (12) to add any Person as a Guarantor or additional obligor; or (13) to conform any provision of this Indenture to the “Description description of Debt Securities” securities contained in the a Prospectus or any similar provision description contained in any supplement to the a Prospectus relating to an offering of debt securities a series of Securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Actas evidenced by an Officer’s Certificate.

Appears in 1 contract

Sources: Indenture (Tsakos Energy Navigation LTD)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to cure any ambiguity, defect or inconsistency, to correct or supplement any provision in this Indenture that may be defective or inconsistent with any other provision in this Indenture; (2) to provide for or facilitate the issuance of Securities in bearer form registrable or not registrable and with or without interest coupons, or to provide for or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (3) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein in this Indenture and in the Securities; (24) to add [intentionally deleted] (5) [intentionally deleted] (6) make any change (including, but not limited to, adding to the covenants of the Company for the benefit or adding additional Events of the Default) that would provide any additional rights or benefits to Holders of all or any series of Securities (and if such covenants additional rights or benefits are to be for the benefit of less than all series of Securities, stating that such covenants additional Events of Default are expressly being included solely for the benefit of such series) or that does not adversely affect the legal rights under the Indenture of any such Holder in any material respect, or to surrender any right or power herein conferred upon the Company; (37) comply with requirements of the Commission in order to add any additional Events maintain the qualification of Defaultthe Indenture under the Trust Indenture Act of 1939, as amended; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) 8) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect modify the rights of the Holder of any such Security in any material with respect to such provision or (B) shall become effective only when there is no such Security Outstanding; (69) to secure the Securitiesall or any series of Securities as provided as contemplated by Section 301 or otherwise; (710) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01201 or 301; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (1011) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall may be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant subject to the requirements of Section 6.07; (11) to make provisions 611. SECTION 902. Supplemental Indentures with respect Consent of Holders. After receipt of the Required Consent, given by Act of those Persons giving the Required Consent delivered to the conversion Company and the Trustee, and consistent with Section 513, the Company, when authorized by Board Resolution, and the Trustee may enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of modifying in any manner the rights of Holders pursuant to the requirements of Article XIV; (12) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any such series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.provided, however, that no

Appears in 1 contract

Sources: Indenture (Xo Communications Inc)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: : (1) to evidence the succession of another Person corporation to the Company and the assumption by any such successor of the covenants of the Company contained herein and in the Securities; ; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; ; or (3) to add any additional Events of Default; Default with respect to all or any series of Securities; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; coupons or to provide for uncertificated (commonly known as "book entry") Securities on terms satisfactory in substance to the Trustee; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of SecuritiesIndenture, provided that any such addition, change or elimination (A) shall neither (i) apply to any become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture and which is entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect provision; or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities; ; or (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; ; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07; 7.07(b); or (119) if allowed without penalty under applicable laws and regulations, to make provisions with respect permit payment in the United States (including any of the states and the District of Columbia), its territories, its possessions and other areas subject to the conversion rights its jurisdiction of Holders pursuant to the requirements of Article XIV; principal, premium, if any, or interest, if any, on Bearer Securities or Coupons, if any; or (1210) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) other provision shall not adversely affect the interests of the Holders of Securities of any series in any material respect; ; or (1311) to conform any add to, delete from or revise the conditions, limitations on the authorized amount, terms or purposes of issue, authentication and delivery of the Securities, as herein set forth; or (12) to make provision of this Indenture with respect to the “Description conversion rights of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement Holders pursuant to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.Section 4.05. SECTION

Appears in 1 contract

Sources: Senior Debt Indenture (Hasbro Inc)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a or pursuant to one or more Board ResolutionResolutions, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the TrusteeTrustee and the Company, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities of any series in bearer form, registrable or not registrable as to principal, and with or without interest coupons;, or to permit or facilitate the issuance of Securities of any series in uncertificated form; or (54) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities; provided, provided however, that any such addition, change or elimination (A) shall neither either (i) not adversely affect the rights of the Holders of series of Securities in any material respect, or (ii) not apply to any Security series of any series Securities created prior to the execution of such supplemental indenture and entitled to the benefit of where such provision nor (ii) adversely affect addition, change or elimination has an adverse effect on the rights of the Holder Holders of any such Security Securities in any material respect or (B) shall become effective only when there is no such Security Outstanding;respect; or (65) to secure the Securities;Securities of any series; or (76) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01;pursuant to this Indenture; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (107) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;; or (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (12) 8) to cure any ambiguity, ambiguity or defect in and to correct or supplement any provision herein which in this Indenture or any Security of any series that may be defective or inconsistent with any other provision hereinin this Indenture or in the Security of such series, or to make any other provisions with respect to matters or questions arising under this Indenture; provided, provided however, that any such action pursuant to this clause (12) 8) shall not adversely affect the interests rights of the Holders of Securities of any series in any material respect;; or (139) to conform any provision modify, eliminate or add to the provisions of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement such extent as shall be necessary to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the effect qualification of this Indenture under the Trust Indenture Act, or under any similar federal statute hereafter enacted, and to add to this Indenture such other provisions as may be expressly permitted by the Trust Indenture Act; or (10) to amend or supplement the restrictions on and procedures for resale, attempted resale and other transfers of any series of Securities to reflect any change in applicable law or regulation (or interpretation thereof) or in practices relating thereto.

Appears in 1 contract

Sources: Indenture (Wisconsin Power & Light Co)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, Company and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1a) to secure the Securities; or (b) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2c) to add to the covenants of the Company or the Events of Default for the benefit of the Holders of all or any series of Securities (and if such covenants or Events of Default are to be for the benefit of less than all series of Securities, stating that such covenants or Events of Default, as the case may be, are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5d) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities; provided, provided however, that any such addition, change or elimination (A) shall neither (i) apply to any become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture and which is entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding;provision; or (6) to secure the Securities; (7e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 3.01;3.1; or (8) f) to cure any ambiguity, to correct or supplement any provision herein which may be inconsistent with any other provision herein, to comply with Section 8.01;any applicable mandatory provisions of law or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this Clause (f) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; or (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10g) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.11; or (11h) to make provisions with respect modify, eliminate or add to the conversion rights of Holders pursuant to the requirements of Article XIV; (12) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement such extent as shall be necessary to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining effect the qualification of this Indenture under the Trust Indenture Act or under any similar federal statute subsequently enacted, and to add to this Indenture such other provisions as may be expressly required under the Trust Indenture Act.

Appears in 1 contract

Sources: Indenture (Amcv Capital Trust I)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, Company and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities; (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (2) to evidence the succession of another Person to the Company, or successive successions, and the assumption by the successor corporation of the covenants, agreements and obligations of the Company pursuant to Article VIII; (3) to add any additional Events of DefaultDefault for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (4) to add to one or change any more guarantees for the benefit of Holders of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest couponsSecurities; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (106) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.076.11; (7) subject to any limitations established pursuant to Section 3.1, to provide for the issuance of additional Securities of any series; (8) to establish the form or terms of Securities of any series as permitted by Section 2.1 and Section 3.1; (9) to comply with the rules of any applicable Depositary; (10) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated form; (11) to make add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities; provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) modify the rights of the Holder of any such Security with respect to the conversion rights of Holders pursuant to the requirements of Article XIVsuch provision or (B) shall become effective only when there is no Security described in clause (A)(i) Outstanding; (12) to cure any ambiguity, to correct or supplement any provision herein of this Indenture which may be defective or inconsistent with any other provision herein, or ; (13) to make change any other provisions with respect to matters or questions arising provision under this Indenture, ; provided that such action pursuant to this clause (1213) shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (1314) to conform supplement any provision of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the “Description defeasance and discharge of Debt Securities” contained in any series of Securities pursuant to Section 4.1, Section 13.2 and Section 13.3; provided that any such action shall not adversely affect the Prospectus interests of the Holders of Securities of such series or any similar provision contained other series of Securities in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; ormaterial respect; (1415) to comply with the rules or regulations of any requirements securities exchange or automated quotation system on which any of the Trust Indenture Act Securities may be listed or traded; and (16) to add to, change or eliminate any of the requirements of the Commission in connection with maintaining the qualification provisions of this Indenture under as shall be necessary or desirable in accordance with any amendments to the Trust Indenture Act, provided that such action does not adversely affect the rights or interests of any Holder of Securities in any material respect.

Appears in 1 contract

Sources: Indenture (Lindblad Expeditions Holdings, Inc.)

Supplemental Indentures Without Consent of Holders. Without the consent of any HoldersHolders of Securities, the Company, when authorized by a Board Resolution, Company and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company under this Indenture and the Securities and the assumption by any such successor Person of the covenants obligations of the Company herein and in the Securitieshereunder; (2) to add to the covenants and Events of the Company Default for the benefit of the Holders of all or any series of such Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred by this Indenture upon the CompanyCompany or to make any change that does not adversely affect the legal rights hereunder of any Holder in any material respect; (3) to add any additional Events of Default; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of SecuritiesIndenture, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security become effective only after there are no such Securities of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor outstanding; (ii4) adversely affect to establish the rights forms or terms of the Holder Securities of any such Security series issued hereunder; (5) to cure any ambiguity or correct any defect or inconsistency in any material respect or (B) shall become effective only when there is no such Security Outstandingthis Indenture; (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and of Securities or otherwise; (7) to add qualify this Indenture under the Trust Indenture Act; (8) to or change provide for uncertificated securities in addition to certificated securities; (9) to supplement any of the provisions of this Indenture as shall be necessary to provide for permit or facilitate the administration defeasance and discharge of the trusts hereunder by more than one Trustee, pursuant to the requirements any series of Section 6.07; (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (12) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this IndentureSecurities, provided that such action pursuant to this clause (12) shall does not adversely affect the interests of the Holders of Securities of such series or any series in any material respect;other series; and (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (1410) to comply with the rules or regulations of any requirements securities exchange or automated quotation system on which any of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture ActSecurities may be listed or traded.

Appears in 1 contract

Sources: Indenture (Community West Bancshares)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person corporation to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;Default (and if such Events of Default are to be applicable to less than all series, stating such Events of Default are expressly being included solely to be applicable to such series); or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons;; or (5) to add to, change or eliminate any of the provisions of this Indenture Indenture, in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect modify the rights of the Holder of any such Security in any material with respect to such provision or (B) shall become effective only when there is no such Security Outstanding;; or (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01;; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (107) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;6.11(b); or (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (12) 8) to cure any ambiguity, to correct or supplement supple ment any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture which shall not be inconsistent with the provisions of this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests interest of the Holders of Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.

Appears in 1 contract

Sources: Indenture (Tribune Co)

Supplemental Indentures Without Consent of Holders. Without The Issuer and the Trustee may amend the Indenture or the Securities or enter into an indenture supplemental hereto without notice to or the consent of any HoldersHolder to (a) to cure any ambiguity, the Company, when authorized by a Board Resolution, and the Trustee, at defect or inconsistency; (b) to provide for uncertificated Securities of any time and from time series in addition to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any place of certificated Securities of the following purposes:applicable series; (1c) to comply with Article 8 in the case of a merger or consolidation; (d) to maintain the qualification of the Indenture under the Trust Indenture Act; (e) to evidence and provide for the succession acceptance of another Person appointment by a successor ▇▇▇▇▇▇▇; (f) to conform the Company and text of this Indenture or the terms of the Securities of any series to any prospectus, offering memorandum, offering circular or any other document pursuant to which the Securities of such series were offered; (g) to establish the form or terms of Securities of any series; (h) to provide for the assumption by any such a successor corporation, partnership, trust or limited liability company of the covenants Issuer’s obligations to the Holders of the Company herein and Securities of any series, in each case in compliance with the Securities;applicable provisions of the Indenture; or (2i) to make any change that would provide any additional rights or benefits to the Holders of Securities of any series (including to secure Securities of any series, add guarantees with respect thereto, to add to the covenants of the Company Issuer for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such the applicable series) ), or to surrender any right or power herein conferred upon the Company; (3) to add any additional Events of Default; (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstanding; (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07; (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (12) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision hereinIssuer, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall does not adversely affect the interests legal rights under this Indenture of the Holders any Holder of Securities of any series in any material respect; (13) . The Trustee is hereby authorized to conform join with the Issuer in the execution of any provision such amendment or supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such amendment or supplemental indenture which affects the Trustee’s own rights, duties or immunities under the Indenture or otherwise. Any amendment or supplemental indenture authorized by the provisions of this Indenture section may be executed without notice to and without the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements consent of the Trust Indenture Act Holders of any of the requirements Securities at the time Outstanding, notwithstanding any of the Commission in connection with maintaining the qualification provisions of this Indenture under the Trust Indenture ActSection 7.02.

Appears in 1 contract

Sources: Indenture (Roper Industries Inc)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities; (2) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (3) to add any additional Events of DefaultDefault for the benefit of the Holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series); (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) adversely affect the rights of the Holder of any such Security of such other series in any material respect as evidenced by an Officers’ Certificate or (B) shall become effective only when there is no such Security of the affected series Outstanding; (6) to secure the Securities; (7) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (109) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of as permitted by Section 6.07; (1110) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIVSecurities of a series that by their terms are convertible; (1211) to cure any ambiguity, omission or mistake, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) shall not adversely affect the interests of the Holders of Securities of any series in any material respectrespect as evidenced by an Officer’s Certificate; (1312) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or; (1413) to comply with any requirements of the Trust Indenture Act of or the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act; or (14) to make any change that does not adversely affect the rights of the Holders of Securities of each series affected by such change in any material respect.

Appears in 1 contract

Sources: Indenture (RCC Western Stores, Inc.)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by or pursuant to a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1i) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities; (2ii) to add to the covenants of the Company for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company; (3iii) to add any additional Events of DefaultDefault with respect to all or any series of the Securities (and, if such Event of Default is applicable to less than all series of Securities, specifying the series to which such Event of Default is applicable); (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons; (5iv) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, Indenture; provided that any such addition, change or elimination (A) shall neither (i) apply to any become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture and entitled to the benefit which is adversely affected by such change in or elimination of such provision nor (ii) adversely affect the rights of the Holder of any such Security in any material respect or (B) shall become effective only when there is no such Security Outstandingprovision; (6v) to secure the Securities; (7vi) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 3.01and/or 3.02; (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10vii) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.076.11(b); (11viii) to make provisions with respect provide for the issuance of uncertificated Securities of one or more series in addition to the conversion rights or in place of Holders pursuant certificated Securities; (ix) to conform any provision hereof to the requirements of Article XIVthe Trust Indenture Act or otherwise as necessary to comply with applicable law; (12x) to cure any ambiguity, ambiguity or to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or ; or (xi) to make any other provisions with respect to matters or questions arising under this Indenture, ; provided that such action pursuant to this clause (12) other provisions as may be made shall not adversely affect the interests of the Holders of Outstanding Securities of any series in any material respect; (13) to conform any provision of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) to comply with any requirements of the Trust Indenture Act of the requirements of the Commission in connection with maintaining the qualification of this Indenture under the Trust Indenture Act.

Appears in 1 contract

Sources: Senior Indenture (Gsi Commerce Inc)

Supplemental Indentures Without Consent of Holders. Without the consent of any Holders, the Company, when authorized by a Board Resolution, and the Trustee, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities;; or (2) to add to the covenants of the Company for the benefit of the Holders of all or any the Securities of either series of Securities (and if such covenants are to be for the benefit of less than all series of Securitiesonly one series, stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Company;; or (3) to add any additional Events of Default;Default with respect to both or either series of Securities; or (4) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in bearer form, registrable uncertificated form in addition to or not registrable as to principal, and with or without interest coupons;in place of certificated Securities; or (5) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more both series of Securities, provided that any such addition, change or elimination (Ai) shall neither (iA) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (iiB) adversely affect modify the rights of the Holder of any such Security in any material with ================================================================================ respect to such provision or (Bii) shall become effective only when there is no such Security Outstanding;; or (6) to secure the Securities;; or (7) to establish the form or terms of the Securities of any either series as permitted by Sections 2.01 and 3.01;; or (8) to comply with Section 8.01; (9) to permit or facilitate the issuance of uncertificated Securities in addition to or in place of certificated Securities; (10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series Securities; or (9) if allowed, without penalty under applicable laws and regulations, to add to or change permit payment in the United States (including any of the provisions States thereof and the District of this Indenture as shall be necessary Columbia), its territories, its possessions and other areas subject to provide for its jurisdiction of principal, premium, if any, or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.07;interest on securities in bearer form; or (11) to make provisions with respect to the conversion rights of Holders pursuant to the requirements of Article XIV; (1210) to cure any ambiguity, to correct or supplement any provision herein which is mistaken or may be defective or inconsistent with any other provision herein, herein or to make any other provisions with respect to matters or questions arising under this Indenture, provided that such action pursuant to this clause (12) 10), other than with respect to a mistaken provision, shall not adversely affect the interests of the Holders of Securities of any either series in any material respect;; or (1311) to conform any provision modify, eliminate or add to the provisions of this Indenture to the “Description of Debt Securities” contained in the Prospectus or any similar provision contained in any supplement to the Prospectus relating to an offering of debt securities under this Indenture; or (14) such extent as shall be necessary to comply with any requirements requirement of the Commission in order to effect qualification of this Indenture under the Trust Indenture Act of the requirements of the Commission in connection with maintaining the issuance of Exchange Securities or thereafter to maintain the qualification of this Indenture under the Trust Indenture Act.

Appears in 1 contract

Sources: Indenture (Gap Inc)