What Is Included In A Bond Indenture? Explanation
bond indenture agreement

None of the Authority, the Company or any Affiliate thereof may submit an Order in any Auction except as set forth in the next sentence. Any Broker-Dealer that is an Affiliate of the Company may submit Orders in an Auction but only if such Orders are not for its own account, except that if such affiliated Broker-Dealer holds Auction Rate Bonds for its own account, it must submit a Sell Order on the next Auction Date with respect to such Auction Rate Bonds. Any Bid or Sell Order submitted by an Existing Holder covering an aggregate principal amount of Auction Rate Bonds not equal to $25,000 or an integral multiple thereof shall be rejected and shall be deemed a Hold Order. Any Bid submitted by a Potential Holder covering an aggregate principal amount of Auction Rate Bonds not equal to $25,000 or an integral multiple thereof shall be rejected.

“Liquidity Facility” shall mean a Support Facility which provides for the payments referred to in clause of the definition thereof. Any such Investment Securities may be held by the Trustee in book entry form, whereby certificated securities are held by an independent custodian and the Trustee is the beneficial owner of all or a portion of such certificated securities. Provided, however, that if any such date determined in any of the foregoing clauses is not a Business Day, the Interest Payment Date shall be the next succeeding day which is a Business Day. “Fund” shall mean, as applicable, the Bond Fund, the Bond Purchase Fund, the Project Fund, or any other fund referenced herein or established under the terms hereof. “Fixed Rate Period” shall mean any period during which Bonds bear interest at a Fixed Rate, which period shall commence on the effective date of a Change in the Interest Rate Mode to a Fixed Rate, and shall extend through the day immediately preceding the Stated Maturity. “Fiscal Year” shall mean the fiscal year of the Company as established from time to time by the Company which as of the Closing Date is the twelve-month period commencing on January 1 of each calendar year and ending on December 31 of the next calendar year.

  • Often indentures A contract binding one party into the service of another for a specified term.
  • The Trustee shall deposit the proceeds of a draw, borrowing or payment under a Direct-Pay Credit Facility in a segregated sub-account of the Redemption Account or Principal Account, as the case may be, in the Bond Fund and such proceeds shall not be commingled with moneys in any other Account or sub-account or derived from any other source.
  • The Bonds shall be numbered consecutively from “2010A- [insert “1, 2 or 3”, as appropriate]-1” upwards as issued, or as otherwise provided by the Registrar and Paying Agent.
  • The terms and provisions pertaining to Bonds bearing an Auction Rate are set forth in separate bond certificates.
  • The trustee can be a bank or any other financial institution tasked with the issuance of a bond.

The capital markets are synonymous with binding agreements between companies and shareholders as well as owners. The legal and binding contracts detail the rights and responsibilities of each party involved in the agreement. Likewise, a bond indenture is a widespread binding agreement in the financial markets. In addition, some companies have been trying to issue covenant-lites, or pay-in-kind toggle bonds, which would allow the issuer, if financially distressed, to issue more junk bonds in lieu of interest payments to bondholders. This would allow the company to circumvent covenants that restrict additional debt to its free cash flow. A bond issued without collateral backing it is called a debenture — an unsecured bond. The bond's safety is determined by the creditworthiness of the issuer.

This Supplemental Indenture shall form a part of the Indenture for all purposes, and every holder of Securities heretofore or hereafter authenticated and delivered shall be bound hereby. The document is issued to each person specifically and thus it cannot be transferred.

Convertible stocks must provide a written description of the dates, price information, and any conditions. Maturity refers to the period of time until bondholders receive payment of the bond’s principal amount. Other bond terms and conditions, as well as the repercussions of nonpayment, will be specified. Nonpayment may result in serious penalties, including the liquidation of the issuer’s assets. It includes all details that you can expect any contract to include. For instance, it carries the features of the bond, restriction on the issuer, maturity, repayment terms, actions in case the issuer is unable to honor the payment terms, etc.

Condition referred to in above is not met, the existing percentage used in determining the All Hold Rate and the Applicable Percentages used in determining the Maximum Auction Rate shall remain in effect and the Auction Rate for the next succeeding Auction Period shall be determined pursuant to the Auction Procedures. If the condition referred to in above is not bond indenture agreement met, the existing percentage used in determining the All Hold Rate and the Applicable Percentages used in determining the Maximum Auction Rate shall remain in effect and the Auction Rate for the next succeeding Auction Period shall equal the Maximum Auction Rate as determined on such Auction Date and the Auction Period shall be a seven-day Auction Period.

Any redemption may be conditioned on the receipt of moneys by the Registrar and Paying Agent sufficient to pay the redemption price on the redemption date of Bonds called for redemption, if the notice of redemption so states. Notwithstanding the foregoing, no notice of redemption shall be required in the case of a redemption to be effected on the date following the last day of the Initial Term Rate Period. Unless the issuer of any Liquidity Facility shall otherwise direct, any Bonds purchased by the issuer of the Liquidity Facility shall be immediately registered in the name of the Company except to the extent the Liquidity Facility expressly provides that the Bonds are to be purchased by the issuer of the Liquidity Facility in which event such Bonds shall be registered in the name of the issuer of the Liquidity Facility as a Holder and the issuer of the Liquidity Facility shall have all rights of a Holder of Bonds under this Indenture. The Purchase Price of Bonds subject to tender for purchase pursuant to Section 5.03, 5.04, 5.08 or 5.09 in an aggregate principal amount of at least one million dollars ($1,000,000) shall be payable in immediately available funds or by wire transfer upon written notice from the Holder thereof containing the wire transfer address to which such Holder wishes to have such wire directed, if such written notice is received by the Registrar and Paying Agent not less than five days prior to the related purchase date. If any of the conditions referred to in or above is not met with respect to any Change in the Interest Rate Mode from an Auction Rate, the Auction Rate for the next succeeding Auction Period shall be determined pursuant to the Auction Procedures applicable to the Auction Rate Bonds.

Interest Rate

However, it is not similar to the market value of the bond. A bond indenture includes the purpose behind the issuance of the bond. Within this clause, the issuer describes the intended use for the money. On the other hand, it assures the investor of how their funds will get used. Notice is also HEREBY GIVEN that the Authority has obtained confirmation on behalf of the Company that Bond Counsel had advised the Authority that it expects to be able to give its opinion on the effective date of the Change in the Interest Rate Mode to the effect that the change to the Rate is authorized by the Indenture referred to below, is permitted under the Act and will not have an adverse effect on the exclusion of interest on the Bonds from gross income for federal income tax purposes.

A bank or financial institute can act as a trustee for both parties. The bond indenture will also include specific terms and covenants attached for both parties. Maintenance of each pledge, trust agreement, and indenture of mortgage made for the security of any of the bonds until the issuer has fully paid the principal of and interest on the bonds, or provision therefor has been made, for the security of which the pledge has been made and the trust agreement or indenture of mortgage has been given. B. The Authority may grant mortgages, deeds of trust, security interests, and other liens on its real and personal property, including its accounts receivable, to secure bonds. All pledges of revenues of the Authority for payment of bonds are valid and binding from the time the pledge is made. The revenues pledged and received by the Authority are subject immediately to the lien of such pledge without any physical delivery of such pledge or further act. The lien of any such pledge is valid and binding against all parties having claims of any kind in tort, contract, or otherwise against the Authority whether or not such parties have notice of the lien.

Bond Indenture

They tell us how individuals were involved in the slave trade and how money moved across time and space. And while some illustrate historic actants in a consistent state of debt, others indicate an earnest desire to improve life through apprenticeship. By retrofitting the information held within these filled blanks, we https://accounting-services.net/ hope to illustrate how Newport became bound together. At first, these documents might appear to be the detritus of a past bureaucracy. Need I remind you of how many times paperwork has exerted too much control over the pace of life? And yet, for today’s researchers, bond documents offer more than just a paper trail.

This clause contains the interest rate stated on the face of the bond. An indenture provides detailed information on terms, clauses, and covenants.

bond indenture agreement

Indenture This INDENTURE (this “Indenture”) is entered into as of the Original Issue Date by and between the Principal Life Income Fundings Trust specified in the Omnibus Instrument (the “Trust”) and Citibank, N.A., as indenture trustee (the “Indenture Trustee”). Citibank, N.A., in its capacity as indenture trustee, hereby accepts its role as Registrar, Paying Agent, Transfer Agent and Calculation Agent hereunder. References herein to “Indenture Trustee,” “Registrar,” “Transfer Agent,” “Paying Agent” or “Calculation Agent” shall include the permitted successors and assigns of any such entity from time to time. The trustee ensures that holders get interest on time, the issuer is following the covenants, giving certificates to holders, and more. Moreover, the trustee is also responsible for maintaining and holding all records and documentation on behalf of the holders.

Call Protection Period

When the agreement was made before a court of law a tripartite indenture was made, with the third piece kept at the court. The term is used for any kind of deed executed by more than one party, in contrast to a deed poll which is made by one individual.

bond indenture agreement

The Seventh Circuit reversed the district court’s refusal to allow the trustee to amend its complaint to assert equitable claims. Whereas the district court concluded that such an amendment would be futile, the Seventh Circuit disagreed, directing the district court to grant the trustee leave to file an amended complaint. The trustee appealed both district court rulings to the U.S. Based on the Alleged Management Provisions described above, the U.S. District Court for the Western District of Wisconsin ruled that the trust indenture constituted a management contract under 25 U.S.C. Section 2711, and was therefore void ab initio because it lacked NIGC approval. On the other hand, bond indentures can also have some disadvantages.

Bond Indenture Vs Bond Agreement

Like the district court, the Seventh Circuit also held that the offending provisions of the trust indenture could not be severed, including the waiver of sovereign immunity, which was therefore void ab initio. ; it contemplates that the tribal corporation would maintain control over casino licenses, permits, financial and accounting records, and other documents relating to casino operation; it does not involve provisions for development or construction costs, nor allocate to the trustee or bondholder a percentage of casino revenues; and the repayment schedule is not based on a proportion of gaming revenues. The bond indenture also consists of the method for calculating the interest. Usually, bonds are fixed payment instruments and involve a straightforward process. However, some bonds may also include floating rates or compound interest.

Unless the context shall clearly indicate some other meaning or may otherwise require, the terms defined in this Section shall, for all purposes of this Indenture and of any indenture, resolution or other instrument amendatory hereof or supplemental hereto and of any certificate, opinion, instrument or document herein or therein mentioned, have the meanings herein specified, with the following definitions to be equally applicable to both the singular and plural forms of any terms herein defined and vice versa. Ratification of Indenture; Supplemental Indentures Part of Indenture Except as expressly amended hereby, the Indenture is in all respects ratified and confirmed and all the terms, conditions and provisions thereof shall remain in full force and effect.

History Bytes: Bond And Indenture Agreements

Instead, the agreements are issued to trustee or third party that represents bondholders as it is impractical to enter into a contract with each bondholder. The trustee can be a bank or any other financial institution tasked with the issuance of a bond. The Bonds are limited obligations of the Authority, and shall not constitute indebtedness of or a charge against the general credit of the Authority or give rise to any pecuniary liability of the Authority. The liability of the Authority under the Bonds shall be enforceable only to the extent provided in the Indenture, and the Bonds shall be payable solely from the money and revenues received from the payments made by the Company pursuant to the Participation Agreement and the Note or the income from the temporary investment thereof, and from amounts held under the Indenture including the proceeds of a Direct-Pay Credit Facility, if any, and not from any other fund or source.

All conditions specified in the contract legally apply to all stakeholders. 2) A real estate deed in which two parties agree to continuing obligations; for example, one party may agree to maintain the property and the other to make periodic payments. And the bondholder only gets par value, whereas most callable bonds, especially if they are called early, pay a call premium above par value that usually decreases with the number of years before it is called.

During any Semi-annual Rate Period, Term Rate Period or Fixed Rate Period, the Bonds may be redeemed in whole or in part at any time at a redemption price equal to 100% of the principal amount thereof, together with accrued and unpaid interest thereon to the redemption date, if the Company has determined, on the basis of the written advice of Bond Counsel that, as a result of any action taken or expected to be taken, or a failure to take action, a reasonable risk exists that interest on the Bonds will not be excludable from gross income for Federal tax purposes. Such conclusion and certification shall be evidenced by delivery to the Trustee of a written certificate of an Authorized Company Representative to the effect that the Company has reached such conclusion, together with a copy of such written advice of Bond Counsel. The occurrence of an event permitting the redemption of the Bonds under this paragraph does not constitute an event of default under the Note or under this Indenture and the sole obligation in such event shall be for the Company to prepay the Note in an amount sufficient to redeem the Bonds to the extent required by this paragraph. In addition, the Authority may determine at any time, at the request of the applicable Remarketing Agent, that the Bonds shall no longer be represented by global bonds and that the provisions of subsections and above shall no longer apply to such series or subseries of Bonds. In any such event the Authority shall execute and the Trustee shall authenticate and deliver certificates representing the Bonds of such series or subseries as provided below. Certificates for the Bonds of any series or subseries issued in exchange for a global bond pursuant to this subsection shall be registered in such names in authorized denominations as the Securities Depository, pursuant to instructions from the Agent Members or otherwise, shall instruct the Authority and the Trustee. The Trustee shall deliver such certificates representing the Bonds of such series or subseries to the persons in whose names such Bonds are so registered on the Business Day immediately preceding the first day of an Auction Period , or the effective date of a Change in the Interest Rate Mode , as the case may be.

  • When a municipality authorizes sale of securities, it produces a bond resolution that contains a description of the new issue.
  • In accordance with the terms thereof in an amount equal to the amount required to pay the interest payable on the Outstanding Bonds on such Interest Payment Date and shall notify the Company of the amount and date of such request.
  • Registered owners of Auction Rate Bonds subject to mandatory tender for purchase upon a Change in the Interest Rate Mode shall have no right to retain such Bonds and shall be required to tender such Auction Rate Bonds on the date established for the mandatory tender for purchase thereof.
  • If only a portion of a Bond is being tendered, both the tendered portion and untendered portion must be authorized denominations ($100,000 or any integral multiple thereof) for Bonds bearing a Daily Rate or Weekly Rate.
  • If any of the conditions referred to in above is not met with respect to any Change in the Interest Rate Mode from an Auction Rate to a Fixed Rate, the Auction Rate for the next succeeding Auction Period shall be equal to the Maximum Auction Rate as determined as of such Auction Date and the Auction Period shall be a seven-day Auction Period.

If the condition referred to in above is not met, the Auction Rate for the next succeeding Auction Period shall be determined pursuant to the Auction Procedures and the next succeeding Auction Period shall be a Standard Auction Period. If any of the conditions referred to in , or above is not met, the Auction Rate for the next succeeding Auction Period shall equal the Maximum Auction Rate as determined as of such Auction Date and the next succeeding Auction Period shall be a seven day Auction Period. Period nor in any way change the rights of the registered owners of the Bonds to tender their Bonds for purchase or to have them redeemed in accordance with this Indenture. When the documents mentioned in clauses to , inclusive, of this Section shall have been filed with the Trustee, and when the Bonds shall have been executed and authenticated as required by this Indenture, the Trustee shall deliver the Bonds to the Securities Depository, but only upon payment to the Trustee of the purchase price of the Bonds specified in said order. “Statutory Corporate Tax Rate” shall mean as of any date of determination the highest tax rate bracket now or hereafter applicable in each taxable year on the taxable income of every corporation as set forth in Section 11 of the Code or any successor Section without regard to any minimum additional tax provision or provisions regarding changes in rates during a taxable year, which on the date hereof is .35.

To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. The Notes are secured obligations of the Company limited to $100.0 million in aggregate principal amount, plus any PIK Notes. The Notes are secured by a second priority security interest in substantially all of the Company's assets pursuant to the Security Documents and the Intercreditor Agreement referred to in the Indenture. Bond Indenture.Borrower represents and warrants to Administrative Agent and Lenders that Borrower is not in default and no event has occurred which, with the passage of time, giving of notice, or both, would constitute a default by Borrower of its obligations under the terms and provisions of the Bond Indenture, and the transactions contemplated by this Agreement will not violate the terms and conditions of the Bond Indenture. A callable bond may be redeemed for par or face value before the maturity date. Redeeming a callable bond is only achievable at a given price and under certain circumstances. Convertible bonds allow the holder to exchange the bond for a certain amount of the issuing company’s equity.

The indenture is then scrutinized closely to make sure there is no ambiguity in calculating the financial ratios that determine whether the issuer is abiding by the covenants. Indenture refers to a legal and binding agreement, contract, or document between two or more parties. Traditionally, these documents featured indented sides or perforated edges.

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In enforcing the terms of the no-action clause to bar noteholders from bringing UFTA claims, the Eleventh Circuit refused to deviate from legal precedent that generally discourages efforts to circumvent the provisions of a contract and refused to alter the terms of an agreement in cases not involving an indenture trustee’s demonstrated conflict of interest. The occurrence of an event requiring the redemption of the Bonds under this paragraph does not constitute an event of default under the Note or under the Indenture and the sole obligation in such event shall be for the Company to prepay the Note in an amount sufficient to redeem the Bonds to the extent required by this paragraph. If the Bonds are rated by a Rating Agency in one of its two highest long-term debt rating categories, each Component Issuer must have outstanding securities rated by a Rating Agency in one of its two highest long-term debt rating categories. If the Bonds are rated by a Rating Agency in a Rating Category that is lower than its two highest long-term debt rating categories , each Component Issuer must have outstanding securities rated by a Rating Agency in the same long-term debt Rating Category as the Bonds are rated by that Rating Agency.

Coupon Calculation

Bonds are required by the Securities and Exchange Commission , to have indentures, which are typically summarized in the bond prospectus. A prospectus is a formal and legal document that presents details about the structure and goals of the issuing bond company. Investment agreements with any bank or trust company organized under the laws of any state of the United States of America or any national banking association or any governmental bond dealer reporting to, trading with and recognized as a primary dealer by, the Federal Reserve Bank of New York, which has, or the parent company of which has, long-term debt rated at least “A” or its equivalent by S&P or Moody’s, with respect to any of the obligations or securities specified in , , , and above. Any investment agreement entered into pursuant to this Indenture shall, by its terms provide that the invested funds are available for withdrawal without penalty or premium, at any time upon not more than seven days’ prior notice , and the investment agreement is the unconditional and general obligation of, and is not subordinated to any other obligation of, the provider thereof. The trustee ensures the issuer complies with all the obligations detailed in the bond indenture. Likewise, the trustee is obligated to take action on behalf of the bondholder. The trustee must also maintain or hold all the required documentation and records on behalf of bondholders.

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