Title and Terms of Notes. (a) The aggregate principal amount of Notes which shall be authenticated and delivered on the Issue Date under the Indenture shall be $500,000,000; provided, however, that the Company from time to time, without giving notice to or seeking the consent of the Holders of the Notes, may issue additional notes (the “Additional Notes”) in any amount having the same terms as the Notes in all respects, except for the issue date, the issue price and the initial Interest Payment Date. Any such Additional Notes shall be authenticated by the Trustee upon receipt of an Authentication Order to that effect, and when so authenticated, shall constitute “Notes” for all purposes of the Indenture and shall (together with all other Notes issued under the Indenture) constitute a single series of Notes under the Indenture; provided that if the Additional Notes are not fungible with the Notes for U.S. federal income tax purposes, as determined by the Company, the Additional Notes shall have a separate CUSIP number. (b) The principal amount of the Notes is due and payable in full on February 15, 2032 unless earlier redeemed. (c) The Notes shall bear interest at the rate of 2.950% per annum (computed on the basis of a 360-day year comprised of twelve 30-day months) from the Issue Date or from the most recent Interest Payment Date on which interest has been paid or duly provided for to maturity or early redemption; and interest shall be payable semi-annually in arrears on February 15 and August 15 of each year, commencing February 15, 2022, to the Persons in whose name such Notes were registered at the close of business on the preceding February 1 or August 1, respectively. (d) Principal of and interest on the Notes shall be payable in accordance with Sections 307 and 901 of the Base Indenture. (e) Other than as provided in Article Four of this Third Supplemental Indenture, the Notes shall not be redeemable. (f) The Notes shall not be entitled to the benefit of any mandatory redemption or sinking fund. (g) The Notes shall not be convertible into any other securities. (h) The Company initially appoints the Trustee as Security Registrar and Paying Agent with respect to the Notes until such time as the Trustee has resigned or a successor has been appointed. (i) The Notes shall be issuable in the form of one or more Global Securities and the Depositary for such Global Security shall be the Depository Trust Company. (j) The Company shall pay principal of, premium, if any, and interest on the Notes in money of the United States of America that at the time of payment is legal tender for payment of public and private debts. (k) A Holder may transfer or exchange Notes only in accordance with the Indenture. Upon any transfer or exchange, the Security Registrar and the Trustee may require a Holder, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange, but the Company or the Trustee may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection therewith.
Appears in 1 contract
Sources: Third Supplemental Indenture (Arrow Electronics Inc)
Title and Terms of Notes. (a) The aggregate principal amount of Notes which shall be authenticated and delivered on the Issue Date under the Indenture shall be $500,000,000850,000,000; provided, however, that the Company from time to time, without giving notice to or seeking the consent of the Holders of the Notes, may issue additional notes (the “Additional Notes”) in any amount having the same terms as the Notes in all respects, except for the issue date, the issue price and the initial Interest Payment Date. Any such Additional Notes shall be authenticated by the Trustee upon receipt of an Authentication Order to that effect, and when so authenticated, shall will constitute “Notes” for all purposes of the Indenture and shall will (together with all other Notes issued under the Indenture) constitute a single series of Notes under the Indenture; provided that if the Additional Notes are not fungible with the Notes for U.S. federal income tax purposes, as applicable, as determined by the Company, the Additional Notes shall will have a separate CUSIP number.
(b) The principal amount of the Notes is due and payable in full on February September 15, 2032 2029 unless earlier redeemed.
(c) The Notes shall bear interest at the rate of 2.9506.125% per annum (computed on the basis of a 360-day year comprised of twelve 30-day months) from the Issue Date or from the most recent Interest Payment Date on which interest has been paid or duly provided for to maturity or early redemption; and interest shall will be payable semi-annually in arrears on February March 15 and August September 15 of each year, commencing February March 15, 20222025, to the Persons in whose name such Notes were registered at the close of business on the preceding February March 1 or August September 1, respectively.
(d) Principal of and interest on the Notes shall be payable in accordance with Sections 307 and 901 1001 of the Base Indenture.
(e) Other than as provided in Article Four of this Third Second Supplemental Indenture, the Notes shall not be redeemable.
(f) The Notes shall not be entitled to the benefit of any mandatory redemption or sinking fund.
(g) The Notes shall not be convertible into any other securities.
(h) The Company initially appoints the Trustee as Security Registrar and Paying Agent with respect to the Notes until such time as the Trustee has resigned or a successor has been appointed.
(i) The Notes shall will be issuable in the form of one or more Global Securities and the Depositary for such Global Security shall will be the Depository Trust Company.
(j) The Company shall pay principal of, premium, if any, and interest on the Notes in money of the United States of America that at the time of payment is legal tender for payment of public and private debts.
(k) A Holder may transfer or exchange Notes only in accordance with the Indenture. Upon any transfer or exchange, the Security Registrar and the Trustee may require a Holder, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange, but the Company or the Trustee may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection therewith.
Appears in 1 contract
Sources: Second Supplemental Indenture (MGM Resorts International)
Title and Terms of Notes. (a) The aggregate principal amount of Notes which shall be authenticated and delivered on the Issue Date under the Indenture shall be $500,000,000; provided, however, that the Company from time to time, without giving notice to or seeking the consent of the Holders of the Notes, may issue additional notes (the “Additional Notes”) in any amount having the same terms as the Notes in all respects, except for the issue date, the issue price and the initial Interest Payment Dateinterest payment date. Any such Additional Notes shall be authenticated by the Trustee upon receipt of an Authentication Order to that effect, and when so authenticated, shall will constitute “Notes” for all purposes of the Indenture and shall will (together with all other Notes issued under the Indenture) constitute a single series of Notes Debt Securities under the Indenture; provided that if the Additional Notes are not fungible with the Notes for U.S. federal income tax purposes, as determined by the Companyapplicable, the Additional Notes shall will have a separate CUSIP number. The Notes will be issued only in fully registered form without coupons in denominations of $2,000 and integral multiples of $1,000 in excess thereof.
(b) The principal amount of the Notes is due and payable in full on February June 15, 2032 2029 unless earlier redeemed.
(c) The Notes shall bear interest at the rate of 2.9507.500% per annum (computed on the basis of a 360-day year comprised of twelve 30-day months) from the Issue Date or from the most recent Interest Payment Date on which interest has been paid or duly provided for to maturity or early redemption; and interest shall will be payable semi-annually in arrears on February June 15 and August December 15 of each year, commencing February December 15, 20222019, to the Persons in whose name such Notes were registered at the close of business on the preceding February June 1 or August December 1, respectively.
(d) Principal of and interest on the Notes shall be payable in accordance with Sections 307 3.07 and 901 5.01 of the Base Indenture.
(e) Other than as provided in Article Four of this Third Supplemental Indenture, the Notes shall not be redeemable.
(f) The Notes shall not be entitled to the benefit of any mandatory redemption or sinking fund.
(g) The Notes shall not be convertible into any other securities.
(h) The Company initially appoints the Trustee as Security Registrar and Paying Agent with respect to the Notes until such time as the Trustee has resigned or a successor has been appointed.
(i) The Notes shall (and the notation of Guarantee endorsed thereon) will be issuable in the form of one or more Global Securities and the Depositary for such Global Security shall will be the Depository Trust Company.
(j) The Company shall pay principal of, premium, if any, and interest on the Notes in money of the United States of America that at the time of payment is legal tender for payment of public and private debts.
(k) A Holder may transfer or exchange Notes only in accordance with the Indenture. Upon any transfer or exchange, the Security Registrar and the Trustee may require a Holder, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange, but the Company or the Trustee may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection therewith.
Appears in 1 contract
Title and Terms of Notes. (a) The aggregate principal amount of Notes which shall be authenticated and delivered on the Issue Date under the Indenture shall be $500,000,0001,000,000,000; provided, however, that the Company from time to time, without giving notice to or seeking the consent of the Holders of the Notes, may issue additional notes (the “Additional Notes”) in any amount having the same terms as the Notes in all respects, except for the issue date, the issue price and the initial Interest Payment Date. Any such Additional Notes shall be authenticated by the Trustee upon receipt of an Authentication Order to that effect, and when so authenticated, shall will constitute “Notes” for all purposes of the Indenture and shall will (together with all other Notes issued under the Indenture) constitute a single series of Notes under the Indenture; provided that if the Additional Notes are not fungible with the Notes for U.S. federal income tax purposes, as applicable, as determined by the Company, the Additional Notes shall will have a separate CUSIP number.
(b) The principal amount of the Notes is due and payable in full on February April 15, 2032 2027 unless earlier redeemed.
(c) The Notes shall bear interest at the rate of 2.9505.500% per annum (computed on the basis of a 360-day year comprised of twelve 30-day months) from the Issue Date or from the most recent Interest Payment Date on which interest has been paid or duly provided for to maturity or early redemption; and interest shall will be payable semi-annually in arrears on February April 15 and August October 15 of each year, commencing February October 15, 20222019, to the Persons in whose name such Notes were registered at the close of business on the preceding February April 1 or August October 1, respectively.
(d) Principal of and interest on the Notes shall be payable in accordance with Sections 307 and 901 1001 of the Base Indenture.
(e) Other than as provided in Article Four of this Third Seventh Supplemental Indenture, the Notes shall not be redeemable.
(f) The Notes shall not be entitled to the benefit of any mandatory redemption or sinking fund.
(g) The Notes shall not be convertible into any other securities.
(h) The Company initially appoints the Trustee as Security Registrar and Paying Agent with respect to the Notes until such time as the Trustee has resigned or a successor has been appointed.
(i) The Notes shall will be issuable in the form of one or more Global Securities and the Depositary for such Global Security shall will be the Depository Trust Company.
(j) The Company shall pay principal of, premium, if any, and interest on the Notes in money of the United States of America that at the time of payment is legal tender for payment of public and private debts.
(k) A Holder may transfer or exchange Notes only in accordance with the Indenture. Upon any transfer or exchange, the Security Registrar and the Trustee may require a Holder, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange, but the Company or the Trustee may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection therewith.. ARTICLE FOUR
Appears in 1 contract
Sources: Seventh Supplemental Indenture (MGM Resorts International)
Title and Terms of Notes. (a) The aggregate principal amount of Notes which shall be authenticated and delivered on the Issue Date under the Indenture shall be $500,000,000750,000,000; provided, however, that the Company from time to time, without giving notice to or seeking the consent of the Holders of the Notes, may issue additional notes (the “Additional Notes”) in any amount having the same terms as the Notes in all respects, except for the issue date, the issue price and the initial Interest Payment Date. Any such Additional Notes shall be authenticated by the Trustee upon receipt of an Authentication Order to that effect, and when so authenticated, shall will constitute “Notes” for all purposes of the Indenture and shall will (together with all other Notes issued under the Indenture) constitute a single series of Notes under the Indenture; provided that if the Additional Notes are not fungible with the Notes for U.S. federal income tax purposes, as applicable, as determined by the Company, the Additional Notes shall will have a separate CUSIP number.
(b) The principal amount of the Notes is due and payable in full on February 15May 1, 2032 2025 unless earlier redeemed.
(c) The Notes shall bear interest at the rate of 2.9506.750% per annum (computed on the basis of a 360-day year comprised of twelve 30-day months) from the Issue Date or from the most recent Interest Payment Date on which interest has been paid or duly provided for to maturity or early redemption; and interest shall will be payable semi-annually in arrears on February 15 May 1 and August 15 November 1 of each year, commencing February 15November 1, 20222020, to the Persons in whose name such Notes were registered at the close of business on the preceding February 1 April 15 or August 1October 15, respectively.
(d) Principal of and interest on the Notes shall be payable in accordance with Sections 307 and 901 1001 of the Base Indenture.
(e) Other than as provided in Article Four of this Third Eighth Supplemental Indenture, the Notes shall not be redeemable.
(f) The Notes shall not be entitled to the benefit of any mandatory redemption or sinking fund.
(g) The Notes shall not be convertible into any other securities.
(h) The Company initially appoints the Trustee as Security Registrar and Paying Agent with respect to the Notes until such time as the Trustee has resigned or a successor has been appointed.
(i) The Notes shall will be issuable in the form of one or more Global Securities and the Depositary for such Global Security shall will be the Depository Trust Company.
(j) The Company shall pay principal of, premium, if any, and interest on the Notes in money of the United States of America that at the time of payment is legal tender for payment of public and private debts.
(k) A Holder may transfer or exchange Notes only in accordance with the Indenture. Upon any transfer or exchange, the Security Registrar and the Trustee may require a Holder, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange, but the Company or the Trustee may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection therewith.
Appears in 1 contract
Sources: Eighth Supplemental Indenture (MGM Resorts International)
Title and Terms of Notes. (a) The aggregate principal amount of Notes which shall be authenticated and delivered on the Issue Date under the Indenture shall be $500,000,000; provided, however, that the Company from time to time, without giving notice to or seeking the consent of the Holders of the Notes, may issue additional notes (the “Additional Notes”) in any amount having the same terms as the Notes in all respects, except for the issue date, the issue price and the initial Interest Payment Date. Any such Additional Notes shall be authenticated by the Trustee upon receipt of an Authentication Order to that effect, and when so authenticated, shall constitute “Notes” for all purposes of the Indenture and shall (together with all other Notes issued under the Indenture) constitute a single series of Notes under the Indenture; provided that if the Additional Notes are not fungible with the Notes for U.S. federal income tax purposes, as determined by the Company, the Additional Notes shall have a separate CUSIP number.
(b) The principal amount of the Notes is due and payable in full on February 15January 12, 2032 2028 unless earlier redeemed.
(c) The Notes shall bear interest at the rate of 2.9503.875% per annum (computed on the basis of a 360-day year comprised of twelve 30-day months) from the Issue Date or from the most recent Interest Payment Date on which interest has been paid or duly provided for to maturity or early redemption; and interest shall be payable semi-annually in arrears on February 15 January 12 and August 15 July 12 of each year, commencing February 15January 12, 20222018, to the Persons in whose name such Notes were registered at the close of business on the preceding February 1 December 28 or August 1June 27, respectively.
(d) Principal of and interest on the Notes shall be payable in accordance with Sections 307 and 901 of the Base Indenture.
(e) Other than as provided in Article Four of this Third First Supplemental Indenture, the Notes shall not be redeemable.
(f) The Notes shall not be entitled to the benefit of any mandatory redemption or sinking fund.
(g) The Notes shall not be convertible into any other securities.
(h) The Company initially appoints the Trustee as Security Registrar and Paying Agent with respect to the Notes until such time as the Trustee has resigned or a successor has been appointed.
(i) The Notes shall be issuable in the form of one or more Global Securities and the Depositary for such Global Security shall be the Depository Trust Company.
(j) The Company shall pay principal of, premium, if any, and interest on the Notes in money of the United States of America that at the time of payment is legal tender for payment of public and private debts.
(k) A Holder may transfer or exchange Notes only in accordance with the Indenture. Upon any transfer or exchange, the Security Registrar and the Trustee may require a Holder, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange, but the Company or the Trustee may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection therewith.
Appears in 1 contract
Sources: First Supplemental Indenture (Arrow Electronics Inc)
Title and Terms of Notes. (a) The aggregate principal amount of Notes which shall be authenticated and delivered on the Issue Date under the Indenture shall be $500,000,000700,000,000; provided, however, that the Company from time to time, without giving notice to or seeking the consent of the Holders of the Notes, may issue additional notes (the “Additional Notes”) in any amount having the same terms as the Notes in all respects, except for the issue date, the issue price and the initial Interest Payment Dateinterest payment date. Any such Additional Notes shall be authenticated by the Trustee upon receipt of a Company an Authentication Order to that effect, and when so authenticated, shall will constitute “Notes” for all purposes of the Indenture and shall will (together with all other Notes issued under the Indenture) constitute a single series of Notes Debt Securities under the Indenture; provided that if the Additional Notes are not fungible with the Notes for U.S. federal income tax purposes, as determined by the Companyapplicable, the Additional Notes shall will have a separate CUSIP number. The Notes will be issued only in fully registered form without coupons in denominations of $2,000 and integral multiples of $1,000 in excess thereof.
(b) The principal amount of the Notes is due and payable in full on February 15July 1, 2032 2036 unless earlier redeemed.
(c) The Notes shall bear interest at the rate of 2.9506.750% per annum (computed on the basis of a 360-day year comprised of twelve 30-day months) from the Issue Date or from the most recent Interest Payment Date on which interest has been paid or duly provided for to maturity or early redemption; and interest shall will be payable semi-annually in arrears on February 15 January 1 and August 15 July 1 of each year, commencing February 15January 1, 20222017, to the Persons in whose name such Notes were registered at the close of business on the preceding February 1 June 15 or August 1December 15, respectively.
(d) Principal of and interest on the Notes shall be payable in accordance with Sections 307 3.07 and 901 5.01 of the Base Indenture.
(e) Other than as provided in Article Four of this Third First Supplemental Indenture, the Notes shall not be redeemable.
(f) The Notes shall not be entitled to the benefit of any mandatory redemption or sinking fund.
(g) The Notes shall not be convertible into any other securities.
(h) Section 11.04 of the Base Indenture shall apply to the Notes.
(i) The Company initially appoints the Trustee as Security Registrar and Paying Agent with respect to the Notes until such time as the Trustee has resigned or a successor has been appointed.
(ij) The Notes shall (and the notation of Guarantee endorsed thereon) will be issuable in the form of one or more Global Debt Securities and the Depositary for such Global Security shall will be the Depository Trust Company.
(jk) The Company shall pay principal of, premium, if any, and interest on the Notes in money of the United States of America that at the time of payment is legal tender for payment of public and private debts.
(kl) A Holder may transfer or exchange Notes only in accordance with the Indenture. Upon any transfer or exchange, the Security Registrar and the Trustee may require a Holder, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange, but the Company or the Trustee may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection therewith.
Appears in 1 contract
Title and Terms of Notes. (a) The aggregate principal amount of Notes which shall be authenticated and delivered on the Issue Date under the Indenture shall be $500,000,0001,000,000,000; provided, however, that the Company from time to time, without giving notice to or seeking the consent of the Holders of the Notes, may issue additional notes (the “Additional Notes”) in any amount having the same terms as the Notes in all respects, except for the issue date, the issue price and the initial Interest Payment Date. Any such Additional Notes shall be authenticated by the Trustee upon receipt of an Authentication Order to that effect, and when so authenticated, shall will constitute “Notes” for all purposes of the Indenture and shall will (together with all other Notes issued under the Indenture) constitute a single series of Notes under the Indenture; provided that if the Additional Notes are not fungible with the Notes for U.S. federal income tax purposes, as applicable, as determined by the Company, the Additional Notes shall will have a separate CUSIP number.
(b) The principal amount of the Notes is due and payable in full on February June 15, 2032 2025 unless earlier redeemed.
(c) The Notes shall bear interest at the rate of 2.9505.750% per annum (computed on the basis of a 360-day year comprised of twelve 30-day months) from the Issue Date or from the most recent Interest Payment Date on which interest has been paid or duly provided for to maturity or early redemption; and interest shall will be payable semi-annually in arrears on February June 15 and August December 15 of each year, commencing February December 15, 20222018, to the Persons in whose name such Notes were registered at the close of business on the preceding February June 1 or August December 1, respectively.
(d) Principal of and interest on the Notes shall be payable in accordance with Sections 307 and 901 1001 of the Base Indenture.
(e) Other than as provided in Article Four of this Third Sixth Supplemental Indenture, the Notes shall not be redeemable.
(f) The Notes shall not be entitled to the benefit of any mandatory redemption or sinking fund.
(g) The Notes shall not be convertible into any other securities.
(h) The Company initially appoints the Trustee as Security Registrar and Paying Agent with respect to the Notes until such time as the Trustee has resigned or a successor has been appointed.
(i) The Notes shall will be issuable in the form of one or more Global Securities and the Depositary for such Global Security shall will be the Depository Trust Company.
(j) The Company shall pay principal of, premium, if any, and interest on the Notes in money of the United States of America that at the time of payment is legal tender for payment of public and private debts.
(k) A Holder may transfer or exchange Notes only in accordance with the Indenture. Upon any transfer or exchange, the Security Registrar and the Trustee may require a Holder, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange, but the Company or the Trustee may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection therewith.
Appears in 1 contract
Title and Terms of Notes. (a) The aggregate principal amount of Notes which shall be authenticated and delivered on the Issue Date under the Indenture shall be $500,000,0001,250,000,000; provided, however, that the Company from time to time, without giving notice to or seeking the consent of the Holders of the Notes, may issue additional notes (the “Additional Notes”) in any amount having the same terms as the Notes in all respects, except for the issue date, the issue price and the initial Interest Payment Date. Any such Additional Notes shall be authenticated by the Trustee upon receipt of an Authentication Order to that effect, and when so authenticated, shall will constitute “Notes” for all purposes of the Indenture and shall will (together with all other Notes issued under the Indenture) constitute a single series of Notes under the Indenture; provided that if the Additional Notes are not fungible with the Notes for U.S. federal income tax purposes, as applicable, as determined by the Company, the Additional Notes shall will have a separate CUSIP number.
(b) The principal amount of the Notes is due and payable in full on February December 15, 2032 2021 unless earlier redeemed.
(c) The Notes shall bear interest at the rate of 2.9506.625% per annum (computed on the basis of a 360-day year comprised of twelve 30-day months) from the Issue Date or from the most recent Interest Payment Date on which interest has been paid or duly provided for to maturity or early redemption; and interest shall will be payable semi-annually in arrears on February June 15 and August December 15 of each year, commencing February June 15, 20222013, to the Persons in whose name such Notes were registered at the close of business on the preceding February June 1 or August December 1, respectively.
(d) Principal of and interest on the Notes shall be payable in accordance with Sections 307 and 901 1001 of the Base Indenture.
(e) Other than as provided in Article Four of this Third Second Supplemental Indenture, the Notes shall not be redeemable.
(f) The Notes shall not be entitled to the benefit of any mandatory redemption or sinking fund.
(g) The Notes shall not be convertible into any other securities.
(h) The Company initially appoints the Trustee as Security Registrar and Paying Agent with respect to the Notes until such time as the Trustee has resigned or a successor has been appointed.
(i) The Notes shall will be issuable in the form of one or more Global Securities and the Depositary for such Global Security shall will be the Depository Trust Company.
(j) The Company shall pay principal of, premium, if any, and interest on the Notes in money of the United States of America that at the time of payment is legal tender for payment of public and private debts.
(k) A Holder may transfer or exchange Notes only in accordance with the Indenture. Upon any transfer or exchange, the Security Registrar and the Trustee may require a Holder, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange, but the Company or the Trustee may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection therewith.
Appears in 1 contract
Sources: Second Supplemental Indenture (MGM Resorts International)
Title and Terms of Notes. (a) The aggregate principal amount of Notes which shall be authenticated and delivered on the Issue Date under the Indenture shall be $500,000,000; provided, however, that the Company from time to time, without giving notice to or seeking the consent of the Holders of the Notes, may issue additional notes (the “Additional Notes”) in any amount having the same terms as the Notes in all respects, except for the issue date, the issue price and the initial Interest Payment Dateinterest payment date. Any such Additional Notes shall be authenticated by the Trustee upon receipt of a Company an Authentication Order to that effect, and when so authenticated, shall will constitute “Notes” for all purposes of the Indenture and shall will (together with all other Notes issued under the Indenture) constitute a single series of Notes Debt Securities under the Indenture; provided that if the Additional Notes are not fungible with the Notes for U.S. federal income tax purposes, as determined by the Companyapplicable, the Additional Notes shall will have a separate CUSIP number. The Notes will be issued only in fully registered form without coupons in denominations of $2,000 and integral multiples of $1,000 in excess thereof.
(b) The principal amount of the Notes is due and payable in full on February 151, 2032 2028 unless earlier redeemed.
(c) The Notes shall bear interest at the rate of 2.9505.250% per annum (computed on the basis of a 360-day year comprised of twelve 30-day months) from the Issue Date or from the most recent Interest Payment Date on which interest has been paid or duly provided for to maturity or early redemption; and interest shall will be payable semi-annually in arrears on February 15 1 and August 15 1 of each year, commencing February 15August 1, 20222018, to the Persons in whose name such Notes were registered at the close of business on the preceding February 1 January 15 or August 1July 15, respectively.
(d) Principal of and interest on the Notes shall be payable in accordance with Sections 307 3.07 and 901 5.01 of the Base Indenture.
(e) Other than as provided in Article Four of this Third Second Supplemental Indenture, the Notes shall not be redeemable.
(f) The Notes shall not be entitled to the benefit of any mandatory redemption or sinking fund.
(g) The Notes shall not be convertible into any other securities.
(h) Section 11.04 of the Base Indenture shall apply to the Notes.
(i) The Company initially appoints the Trustee as Security Registrar and Paying Agent with respect to the Notes until such time as the Trustee has resigned or a successor has been appointed.
(ij) The Notes shall (and the notation of Guarantee endorsed thereon) will be issuable in the form of one or more Global Debt Securities and the Depositary for such Global Security shall will be the Depository Trust Company.
(jk) The Company shall pay principal of, premium, if any, and interest on the Notes in money of the United States of America that at the time of payment is legal tender for payment of public and private debts.
(kl) A Holder may transfer or exchange Notes only in accordance with the Indenture. Upon any transfer or exchange, the Security Registrar and the Trustee may require a Holder, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange, but the Company or the Trustee may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection therewith.
Appears in 1 contract
Title and Terms of Notes. (a) The aggregate principal amount of Notes which shall be authenticated and delivered on the Issue Date under the Indenture shall be $500,000,0001,000,000,000; provided, however, that the Company from time to time, without giving notice to or seeking the consent of the Holders of the Notes, may issue additional notes (the “Additional Notes”) in any amount having the same terms as the Notes in all respects, except for the issue date, the issue price and the initial Interest Payment Date. Any such Additional Notes shall be authenticated by the Trustee upon receipt of an Authentication Order to that effect, and when so authenticated, shall will constitute “Notes” for all purposes of the Indenture and shall will (together with all other Notes issued under the Indenture) constitute a single series of Notes under the Indenture; provided that if the Additional Notes are not fungible with the Notes for U.S. federal income tax purposes, as applicable, as determined by the Company, the Additional Notes shall will have a separate CUSIP number.
(b) The principal amount of the Notes is due and payable in full on February March 15, 2032 2022 unless earlier redeemed.
(c) The Notes shall bear interest at the rate of 2.9507.75% per annum (computed on the basis of a 360-day year comprised of twelve 30-day months) from the Issue Date or from the most recent Interest Payment Date on which interest has been paid or duly provided for to maturity or early redemption; and interest shall will be payable semi-annually in arrears on February March 15 and August September 15 of each year, commencing February September 15, 20222012, to the Persons in whose name such Notes were registered at the close of business on the preceding February March 1 or August September 1, respectively.
(d) Principal of and interest on the Notes shall be payable in accordance with Sections 307 and 901 1001 of the Base Indenture.
(e) Other than as provided in Article Four of this Third First Supplemental Indenture, the Notes shall not be redeemable.
(f) The Notes shall not be entitled to the benefit of any mandatory redemption or sinking fund.
(g) The Notes shall not be convertible into any other securities.
(h) The Company initially appoints the Trustee as Security Registrar and Paying Agent with respect to the Notes until such time as the Trustee has resigned or a successor has been appointed.
(i) The Notes shall will be issuable in the form of one or more Global Securities and the Depositary for such Global Security shall will be the Depository Trust Company.
(j) The Company shall pay principal of, premium, if any, and interest on the Notes in money of the United States of America that at the time of payment is legal tender for payment of public and private debts.
(k) A Holder may transfer or exchange Notes only in accordance with the Indenture. Upon any transfer or exchange, the Security Registrar and the Trustee may require a Holder, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange, but the Company or the Trustee may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection therewith.
Appears in 1 contract
Sources: First Supplemental Indenture (MGM Resorts International)
Title and Terms of Notes. (a) The aggregate principal amount of Notes which shall be authenticated and delivered on the Issue Date under the Indenture shall be $500,000,000; provided, however, that the Company from time to time, without giving notice to or seeking the consent of the Holders of the Notes, may issue additional notes (the “Additional Notes”) in any amount having the same terms as the Notes in all respects, except for the issue date, the issue price and the initial Interest Payment Dateinterest payment date. Any such Additional Notes shall be authenticated by the Trustee upon receipt of a Company an Authentication Order to that effect, and when so authenticated, shall will constitute “Notes” for all purposes of the Indenture and shall will (together with all other Notes issued under the Indenture) constitute a single series of Notes Debt Securities under the Indenture; provided that if the Additional Notes are not fungible with the Notes for U.S. federal income tax purposes, as determined by the Companyapplicable, the Additional Notes shall will have a separate CUSIP number. The Notes will be issued only in fully registered form without coupons in denominations of $2,000 and integral multiples of $1,000 in excess thereof.
(b) The principal amount of the Notes is due and payable in full on February October 15, 2032 2023 unless earlier redeemed.
(c) The Notes shall bear interest at the rate of 2.9505.625% per annum (computed on the basis of a 360-day year comprised of twelve 30-day months) from the Issue Date or from the most recent Interest Payment Date on which interest has been paid or duly provided for to maturity or early redemption; and interest shall will be payable semi-annually in arrears on February October 15 and August April 15 of each year, commencing February April 15, 20222014, to the Persons in whose name such Notes were registered at the close of business on the preceding February October 1 or August April 1, respectively.
(d) Principal of and interest on the Notes shall be payable in accordance with Sections 307 and 901 501 of the Base Original Indenture.
(e) Other than as provided in Article Four of this Third Eighth Supplemental Indenture, the Notes shall not be redeemable.
(f) The Notes shall not be entitled to the benefit of any mandatory redemption or sinking fund.
(g) The Notes shall not be convertible into any other securities.
(h) Section 1104 of the Original Indenture shall apply to the Notes.
(i) The Company initially appoints the Trustee as Security Registrar and Paying Agent with respect to the Notes until such time as the Trustee has resigned or a successor has been appointed.
(ij) The Notes shall (and the notation of Guarantee endorsed thereon) will be issuable in the form of one or more Global Debt Securities and the Depositary for such Global Security shall will be the Depository Trust Company.
(jk) The Company shall pay principal of, premium, if any, and interest on the Notes in money of the United States of America that at the time of payment is legal tender for payment of public and private debts.
(kl) A Holder may transfer or exchange Notes only in accordance with the Indenture. Upon any transfer or exchange, the Security Registrar and the Trustee may require a Holder, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange, but the Company or the Trustee may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection therewith.
Appears in 1 contract
Title and Terms of Notes. (a) The aggregate principal amount of Notes which shall be authenticated and delivered on January 26, 2010 (the “Issue Date Date”) under the Indenture shall be $500,000,000250,000,000 (and which shall initially be in the form of a Global Security); provided, however, that the Company from time to time, without giving notice to or seeking the consent of the Holders of the Notes, may issue additional senior notes (the “Additional Notes”) in any amount having the same ranking and the same interest rate, interest payment dates, maturity and other terms as the Notes in all respectsNotes, except for the issue dateprice, the issue price and date and, in some cases, the initial Interest Payment Date. Any first interest payment date; any additional senior notes having such Additional Notes similar terms shall be authenticated by the Trustee upon receipt of an Authentication a Company Order to that effect, and when so authenticated, shall will constitute “Notes” for all purposes of the Indenture and shall will (together with all other Notes issued under the Indenture) constitute a single series of Notes Securities under the Indenture; provided that if the Additional . The Notes are not fungible with the Notes for U.S. federal income tax purposes, as determined by the Company, the Additional Notes shall have a separate CUSIP numberwill be issued only in fully registered form without coupons in denominations of $2,000 and integral multiples of $1,000 in excess thereof.
(b) The principal amount of the Notes is due and payable in full on February 15January 26, 2032 2040 unless earlier redeemed.
(c) The Notes shall bear interest at the rate of 2.9508.875% per annum (computed on the basis of a 360-day year comprised of twelve 30-day months) from the Issue Date or from the most recent Interest Payment Date on which interest has been paid or duly provided for to maturity or early redemption; and interest shall will be payable semi-annually in arrears on February 15 January 26 and August 15 July 26 of each year, commencing February 15July 26, 20222010, to the Persons in whose name such Notes were registered at the close of business on the preceding February 1 January 15 or August 1July 15, respectively.
(d) Principal of and interest on the Notes shall be payable in accordance with Sections 307 1.14, 3.7 and 901 10.1 of the Base Original Indenture.
(e) Other than as provided in Article Four of this Third First Supplemental Indenture, the Notes shall not be redeemable.
(f) The Notes shall not be entitled to the benefit benefits of any mandatory redemption or a sinking fund.
(g) The Notes shall not be convertible into any other securities.
(h) Section 4.2(3) of the Original Indenture shall apply to the Notes.
(i) The Company initially appoints the Trustee as Security Registrar and Paying Agent with respect to the Notes until such time as the Trustee has resigned or a successor has been appointed.
(i) The Notes shall be issuable in the form of one or more Global Securities and the Depositary for such Global Security shall be the Depository Trust Company.
(j) The Company shall pay principal of, premium, if any, and interest on the Notes in money of the United States of America that at the time of payment is legal tender for payment of public and private debts.
(k) A Holder may transfer or exchange Notes only in accordance with the Indenture. Upon any transfer or exchange, the Security Registrar and the Trustee may require a Holder, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange, but the Company or the Trustee may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection therewith.. ARTICLE FOUR
Appears in 1 contract
Sources: First Supplemental Indenture (Validus Holdings LTD)
Title and Terms of Notes. (a) The aggregate principal amount of Notes which shall be authenticated and delivered on the Issue Date under the Indenture shall be $500,000,000; provided, however, that the Company from time to time, without giving notice to or seeking the consent of the Holders of the Notes, may issue additional notes (the “Additional Notes”) in any amount having the same terms as the Notes in all respects, except for the issue date, the issue price and the initial Interest Payment Date. Any such Additional Notes shall be authenticated by the Trustee upon receipt of an Authentication Order to that effect, and when so authenticated, shall constitute “Notes” for all purposes of the Indenture and shall (together with all other Notes issued under the Indenture) constitute a single series of Notes under the Indenture; provided that if the Additional Notes are not fungible with the Notes for U.S. federal income tax purposes, as determined by the Company, the Additional Notes shall have a separate CUSIP number.
(b) The principal amount of the Notes is due and payable in full on February 15March 1, 2032 2026 unless earlier redeemed.
(c) The Notes shall bear interest at the rate of 2.9506.125% per annum (computed on the basis of a 360-day year comprised of twelve 30-day months) from the Issue Date or from the most recent Interest Payment Date on which interest has been paid or duly provided for to maturity or early redemption; and interest shall be payable semi-annually in arrears on February 15 March 1 and August 15 September 1 of each year, commencing February 15September 1, 20222023, to the Persons in whose name such Notes were registered at the close of business on the preceding February 1 15 or August 115, respectively.
(d) Principal of and interest on the Notes shall be payable in accordance with Sections 307 and 901 of the Base Indenture.
(e) Other than as provided in Article Four of this Third Fourth Supplemental Indenture, the Notes shall not be redeemable.
(f) The Notes shall not be entitled to the benefit of any mandatory redemption or sinking fund.
(g) The Notes shall not be convertible into any other securities.
(h) The Company initially appoints the Trustee as Security Registrar and Paying Agent with respect to the Notes until such time as the Trustee has resigned or a successor has been appointed.
(i) The Notes shall be issuable in the form of one or more Global Securities and the Depositary for such Global Security shall be the Depository Trust Company.
(j) The Company shall pay principal of, premium, if any, and interest on the Notes in money of the United States of America that at the time of payment is legal tender for payment of public and private debts.
(k) A Holder may transfer or exchange Notes only in accordance with the Indenture. Upon any transfer or exchange, the Security Registrar and the Trustee may require a Holder, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange, but the Company or the Trustee may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection therewith.
Appears in 1 contract
Sources: Fourth Supplemental Indenture (Arrow Electronics, Inc)
Title and Terms of Notes. (a) The aggregate principal amount of Notes which shall be authenticated and delivered on the Issue Date under the Indenture shall be $500,000,000; provided, however, that the Company from time to time, without giving notice to or seeking the consent of the Holders of the Notes, may issue additional notes (the “Additional Notes”) in any amount having the same terms as the Notes in all respects, except for the issue date, the issue price and the initial Interest Payment Date. Any such Additional Notes shall be authenticated by the Trustee upon receipt of an Authentication Order to that effect, and when so authenticated, shall will constitute “Notes” for all purposes of the Indenture and shall will (together with all other Notes issued under the Indenture) constitute a single series of Notes under the Indenture; provided that if the Additional Notes are not fungible with the Notes for U.S. federal income tax purposes, as applicable, as determined by the Company, the Additional Notes shall will have a separate CUSIP number.
(b) The principal amount of the Notes is due and payable in full on February 15March 31, 2032 2020 unless earlier redeemed.
(c) The Notes shall bear interest at the rate of 2.9505.250% per annum (computed on the basis of a 360-day year comprised of twelve 30-day months) from the Issue Date or from the most recent Interest Payment Date on which interest has been paid or duly provided for to maturity or early redemption; and interest shall will be payable semi-annually in arrears on February 15 March 31 and August 15 September 30 of each year, commencing February 15September 30, 20222014, to the Persons in whose name such Notes were registered at the close of business on the preceding February 1 March 15 or August 1September 15, respectively.
(d) Principal of and interest on the Notes shall be payable in accordance with Sections 307 and 901 1001 of the Base Indenture.
(e) Other than as provided in Article Four of this Third Supplemental Indenture, the Notes shall not be redeemable.
(f) The Notes shall not be entitled to the benefit of any mandatory redemption or sinking fund.
(g) The Notes shall not be convertible into any other securities.
(h) The Company initially appoints the Trustee as Security Registrar and Paying Agent with respect to the Notes until such time as the Trustee has resigned or a successor has been appointed.
(i) The Notes shall will be issuable in the form of one or more Global Securities and the Depositary for such Global Security shall will be the Depository Trust Company.
(j) The Company shall pay principal of, premium, if any, and interest on the Notes in money of the United States of America that at the time of payment is legal tender for payment of public and private debts.
(k) A Holder may transfer or exchange Notes only in accordance with the Indenture. Upon any transfer or exchange, the Security Registrar and the Trustee may require a Holder, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange, but the Company or the Trustee may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection therewith.
Appears in 1 contract
Sources: Third Supplemental Indenture (MGM Resorts International)
Title and Terms of Notes. (a) The aggregate principal amount of Notes which shall be authenticated and delivered on the Issue Date under the Indenture shall be $500,000,000750,000,000; provided, however, that the Company from time to time, without giving notice to or seeking the consent of the Holders of the Notes, may issue additional notes (the “Additional Notes”) in any amount having the same terms as the Notes in all respects, except for the issue date, the issue price and the initial Interest Payment Date. Any such Additional Notes shall be authenticated by the Trustee upon receipt of an Authentication Order to that effect, and when so authenticated, shall will constitute “Notes” for all purposes of the Indenture and shall will (together with all other Notes issued under the Indenture) constitute a single series of Notes under the Indenture; provided that if the Additional Notes are not fungible with the Notes for U.S. federal income tax purposes, as applicable, as determined by the Company, the Additional Notes shall will have a separate CUSIP number.
(b) The principal amount of the Notes is due and payable in full on February October 15, 2032 2028 unless earlier redeemed.
(c) The Notes shall bear interest at the rate of 2.9504.750% per annum (computed on the basis of a 360-day year comprised of twelve 30-day months) from the Issue Date or from the most recent Interest Payment Date on which interest has been paid or duly provided for to maturity or early redemption; and interest shall will be payable semi-annually in arrears on February April 15 and August October 15 of each year, commencing February April 15, 20222021, to the Persons in whose name such Notes were registered at the close of business on the preceding February April 1 or August October 1, respectively.
(d) Principal of and interest on the Notes shall be payable in accordance with Sections 307 and 901 1001 of the Base Indenture.
(e) Other than as provided in Article Four of this Third Ninth Supplemental Indenture, the Notes shall not be redeemable.
(f) The Notes shall not be entitled to the benefit of any mandatory redemption or sinking fund.
(g) The Notes shall not be convertible into any other securities.
(h) The Company initially appoints the Trustee as Security Registrar and Paying Agent with respect to the Notes until such time as the Trustee has resigned or a successor has been appointed.
(i) The Notes shall will be issuable in the form of one or more Global Securities and the Depositary for such Global Security shall will be the Depository Trust Company.
(j) The Company shall pay principal of, premium, if any, and interest on the Notes in money of the United States of America that at the time of payment is legal tender for payment of public and private debts.
(k) A Holder may transfer or exchange Notes only in accordance with the Indenture. Upon any transfer or exchange, the Security Registrar and the Trustee may require a Holder, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange, but the Company or the Trustee may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection therewith.
Appears in 1 contract
Sources: Ninth Supplemental Indenture (MGM Resorts International)
Title and Terms of Notes. (a) The aggregate principal amount of Notes which shall be authenticated and delivered on the Issue Date under the Indenture shall be $500,000,000; provided, however, that the Company from time to time, without giving notice to or seeking the consent of the Holders of the Notes, may issue additional notes (the “Additional Notes”) in any amount having the same terms as the Notes in all respects, except for the issue date, the issue price and the initial Interest Payment Date. Any such Additional Notes shall be authenticated by the Trustee upon receipt of an Authentication Order to that effect, and when so authenticated, shall will constitute “Notes” for all purposes of the Indenture and shall will (together with all other Notes issued under the Indenture) constitute a single series of Notes under the Indenture; provided that if the Additional Notes are not fungible with the Notes for U.S. federal income tax purposes, as applicable, as determined by the Company, the Additional Notes shall will have a separate CUSIP number.
(b) The principal amount of the Notes is due and payable in full on February 15September 1, 2032 2026 unless earlier redeemed.
(c) The Notes shall bear interest at the rate of 2.9504.625% per annum (computed on the basis of a 360-day year comprised of twelve 30-day months) from the Issue Date or from the most recent Interest Payment Date on which interest has been paid or duly provided for to maturity or early redemption; and interest shall will be payable semi-annually in arrears on February 15 March 1 and August 15 September 1 of each year, commencing February 15March 1, 20222017, to the Persons in whose name such Notes were registered at the close of business on the preceding February 1 15 or August 115, respectively.
(d) Principal of and interest on the Notes shall be payable in accordance with Sections 307 and 901 1001 of the Base Indenture.
(e) Other than as provided in Article Four of this Third Fifth Supplemental Indenture, the Notes shall not be redeemable.
(f) The Notes shall not be entitled to the benefit of any mandatory redemption or sinking fund.
(g) The Notes shall not be convertible into any other securities.
(h) The Company initially appoints the Trustee as Security Registrar and Paying Agent with respect to the Notes until such time as the Trustee has resigned or a successor has been appointed.
(i) The Notes shall will be issuable in the form of one or more Global Securities and the Depositary for such Global Security shall will be the Depository Trust Company.
(j) The Company shall pay principal of, premium, if any, and interest on the Notes in money of the United States of America that at the time of payment is legal tender for payment of public and private debts.
(k) A Holder may transfer or exchange Notes only in accordance with the Indenture. Upon any transfer or exchange, the Security Registrar and the Trustee may require a Holder, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange, but the Company or the Trustee may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection therewith.
Appears in 1 contract
Sources: Fifth Supplemental Indenture (MGM Resorts International)
Title and Terms of Notes. (a) The aggregate principal amount of Notes which shall be authenticated and delivered on the Issue Date under the Indenture shall be $500,000,000750,000,000; provided, however, that the Company from time to time, without giving notice to or seeking the consent of the Holders of the Notes, may issue additional notes (the “Additional Notes”) in any amount having the same terms as the Notes in all respects, except for the issue date, the issue price and the initial Interest Payment Date. Any such Additional Notes shall be authenticated by the Trustee upon receipt of an Authentication Order to that effect, and when so authenticated, shall will constitute “Notes” for all purposes of the Indenture and shall will (together with all other Notes issued under the Indenture) constitute a single series of Notes under the Indenture; provided that if the Additional Notes are not fungible with the Notes for U.S. federal income tax purposes, as applicable, as determined by the Company, the Additional Notes shall will have a separate CUSIP number.
(b) The principal amount of the Notes is due and payable in full on February April 15, 2032 unless earlier redeemed.
(c) The Notes shall bear interest at the rate of 2.9506.500% per annum (computed on the basis of a 360-day year comprised of twelve 30-day months) from the Issue Date or from the most recent Interest Payment Date on which interest has been paid or duly provided for to maturity or early redemption; and interest shall will be payable semi-annually in arrears on February April 15 and August October 15 of each year, commencing February October 15, 20222024, to the Persons in whose name such Notes were registered at the close of business on the preceding February April 1 or August October 1, respectively.
(d) Principal of and interest on the Notes shall be payable in accordance with Sections 307 and 901 1001 of the Base Indenture.
(e) Other than as provided in Article Four of this Third First Supplemental Indenture, the Notes shall not be redeemable.
(f) The Notes shall not be entitled to the benefit of any mandatory redemption or sinking fund.
(g) The Notes shall not be convertible into any other securities.
(h) The Company initially appoints the Trustee as Security Registrar and Paying Agent with respect to the Notes until such time as the Trustee has resigned or a successor has been appointed.
(i) The Notes shall will be issuable in the form of one or more Global Securities and the Depositary for such Global Security shall will be the Depository Trust Company.
(j) The Company shall pay principal of, premium, if any, and interest on the Notes in money of the United States of America that at the time of payment is legal tender for payment of public and private debts.
(k) A Holder may transfer or exchange Notes only in accordance with the Indenture. Upon any transfer or exchange, the Security Registrar and the Trustee may require a Holder, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange, but the Company or the Trustee may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection therewith.
Appears in 1 contract
Sources: First Supplemental Indenture (MGM Resorts International)
Title and Terms of Notes. (a) The aggregate principal amount of Notes which shall be authenticated and delivered on the Issue Date under the Indenture shall be $500,000,000; provided, however, that the Company from time to time, without giving notice to or seeking the consent of the Holders of the Notes, may issue additional notes (the “Additional Notes”) in any amount having the same terms as the Notes in all respects, except for the issue date, the issue price and the initial Interest Payment Date. Any such Additional Notes shall be authenticated by the Trustee upon receipt of an Authentication Order to that effect, and when so authenticated, shall constitute “Notes” for all purposes of the Indenture and shall (together with all other Notes issued under the Indenture) constitute a single series of Notes under the Indenture; provided that if the Additional Notes are not fungible with the Notes for U.S. federal income tax purposes, as determined by the Company, the Additional Notes shall have a separate CUSIP number.
(b) The principal amount of the Notes is due and payable in full on February 15September 8, 2032 2024 unless earlier redeemed.
(c) The Notes shall bear interest at the rate of 2.9503.250% per annum (computed on the basis of a 360-day year comprised of twelve 30-day months) from the Issue Date or from the most recent Interest Payment Date on which interest has been paid or duly provided for to maturity or early redemption; and interest shall be payable semi-annually in arrears on February 15 March 8 and August 15 September 8 of each year, commencing February 15March 8, 20222018, to the Persons in whose name such Notes were registered at the close of business on the preceding February 1 21 or August 124, respectively.
(d) Principal of and interest on the Notes shall be payable in accordance with Sections 307 and 901 of the Base Indenture.
(e) Other than as provided in Article Four of this Third Second Supplemental Indenture, the Notes shall not be redeemable.
(f) The Notes shall not be entitled to the benefit of any mandatory redemption or sinking fund.
(g) The Notes shall not be convertible into any other securities.
(h) The Company initially appoints the Trustee as Security Registrar and Paying Agent with respect to the Notes until such time as the Trustee has resigned or a successor has been appointed.
(i) The Notes shall be issuable in the form of one or more Global Securities and the Depositary for such Global Security shall be the Depository Trust Company.
(j) The Company shall pay principal of, premium, if any, and interest on the Notes in money of the United States of America that at the time of payment is legal tender for payment of public and private debts.
(k) A Holder may transfer or exchange Notes only in accordance with the Indenture. Upon any transfer or exchange, the Security Registrar and the Trustee may require a Holder, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange, but the Company or the Trustee may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection therewith.
Appears in 1 contract
Sources: Second Supplemental Indenture (Arrow Electronics Inc)
Title and Terms of Notes. (a) The aggregate principal amount of Notes which shall be authenticated and delivered on the Issue Date under the Indenture shall be $500,000,0001,000,000,000; provided, however, that the Company from time to time, without giving notice to or seeking the consent of the Holders of the Notes, may issue additional notes (the “Additional Notes”) in any amount having the same terms as the Notes in all respects, except for the issue date, the issue price and the initial Interest Payment Dateinterest payment date. Any such Additional Notes shall be authenticated by the Trustee upon receipt of a Company an Authentication Order to that effect, and when so authenticated, shall will constitute “Notes” for all purposes of the Indenture and shall will (together with all other Notes issued under the Indenture) constitute a single series of Notes Debt Securities under the Indenture; provided that if the Additional Notes are not fungible with the Notes for U.S. federal income tax purposes, as determined by the Companyapplicable, the Additional Notes shall will have a separate CUSIP number. The Notes will be issued only in fully registered form without coupons in denominations of $2,000 and integral multiples of $1,000 in excess thereof.
(b) The principal amount of the Notes is due and payable in full on February 15, 2032 2022 unless earlier redeemed.
(c) The Notes shall bear interest at the rate of 2.9505.625% per annum (computed on the basis of a 360-day year comprised of twelve 30-day months) from the Issue Date or from the most recent Interest Payment Date on which interest has been paid or duly provided for to maturity or early redemption; and interest shall will be payable semi-annually in arrears on February 15 and August 15 of each year, commencing February August 15, 20222012, to the Persons in whose name such Notes were registered at the close of business on the preceding February 1 or August 1, respectively.
(d) Principal of and interest on the Notes shall be payable in accordance with Sections 307 and 901 501 of the Base Original Indenture.
(e) Other than as provided in Article Four of this Third Sixth Supplemental Indenture, the Notes shall not be redeemable.
(f) The Notes shall not be entitled to the benefit of any mandatory redemption or sinking fund.
(g) The Notes shall not be convertible into any other securities.
(h) Section 1104 of the Original Indenture shall apply to the Notes.
(i) The Company initially appoints the Trustee as Security Registrar and Paying Agent with respect to the Notes until such time as the Trustee has resigned or a successor has been appointed.
(ij) The Notes shall (and the notation of Guarantee endorsed thereon) will be issuable in the form of one or more Global Debt Securities and the Depositary for such Global Security shall will be the Depository Trust Company.
(jk) The Company shall pay principal of, premium, if any, and interest on the Notes in money of the United States of America that at the time of payment is legal tender for payment of public and private debts.
(kl) A Holder may transfer or exchange Notes only in accordance with the Indenture. Upon any transfer or exchange, the Security Registrar and the Trustee may require a Holder, among other things, to furnish appropriate endorsements or transfer documents. No service charge shall be made for any registration of transfer or exchange, but the Company or the Trustee may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection therewith.
Appears in 1 contract