such payment; by
(2)
the then outstanding principal amount of
such Indebtedness.
29
SECTION 1.2.
OTHER DEFINITIONS.
Term
Defined in Section
"Additional Notes"
Preamble
"Additional Restricted Notes"
2.1(b)
"Affiliate Transaction"
3.8(a)
"Agent Member"
2.1(e)(iii)
"Asset Sale Offer"
3.7(d)
"Asset Sale Offer Amount"
3.7(e)
"Asset Sale Offer Period"
3.7(e)
"Asset Sale Payment Date"
3.7(e)
"Authenticating Agent"
2.2
"Calculation Date"
1.1 (definition of "Fixed Charge Coverage Ratio")
"Certificate of Destruction"
2.10
"Change of Control Offer"
3.9
"Change of Control Payment"
3.9
"Change of Control Purchase Date"
3.9
"Change of Control Settlement Date"
3.9
"Company"
Preamble
"Company Order"
2.2
"Corporate Trust Office"
3.14
"Covenant Defeasance"
8.3
"Defaulted Interest"
2.11
"Event of Default"
6.1
"Excess Proceeds"
3.7(c)
30
Term
Defined in Section
"Exchange Global Note"
2.1(b)
"Exchange Notes"
Preamble
"Funding Guarantor"
10.4
"General Partner"
1.1 (definition of "Indebtedness")
"Global Note Legend"
2.1(d)(B)
"Global Notes"
2.1(b)
"incur"
3.3(a)
"Initial Notes"
Preamble
"Issuers"
Preamble
"Joint Venture"
1.1 (definition of "Indebtedness")
"Legal Defeasance"
8.2
"Legal Holiday"
12.8
"Notes"
Preamble
"Parent"
Preamble
"Payment Default"
6.1(6)(a)
"Paying Agent"
2.3
"Permitted Debt"
3.3(b)
"Private Placement Legend"
2.1(d)
"protected purchaser"
2.8
"QIB"
2.1(b)
"Registrar"
2.3
"Regulation S"
2.1(b)
31
Term
Defined in Section
"Regulation S Global Note"
2.1(b)
"Regulation S Note"
2.1(b)
"Resale Restriction Termination Date"
2.6(a)
"Restricted Payment"
3.4(a)
"Restricted Period"
2.1(a)
"Rule 144A"
2.1(b)
"Rule 144A Global Note"
2.1(b)
"Rule 144A Note"
2.1(b)
"Securities Custodian"
2.1(b)
"Special Interest Payment Date"
2.11(a)
"Special Record Date"
2.11(a)
"Successor Company"
4.1
"Tronox Finance"
Preamble
"Trustee"
Preamble
Section 1.3.
Incorporation by Reference of Trust Indenture Act.
This
Indenture is subject to the mandatory provisions of the TIA which are
incorporated by reference in and made a part of this Indenture.
The following
TIA terms have the following meanings:
"Commission" means the SEC.
"indenture securities" means the Notes.
"indenture security holder" means a Holder of a Note.
"indenture to be qualified" means this Indenture.
"indenture trustee" or "institutional trustee" means the Trustee.
"obligor" on the Notes means the Issuers, the Guarantors and any other obligor
on the Notes.
32
All other TIA terms used in this Indenture that are defined by the TIA, defined
in the TIA by reference to another statute or defined by Commission's rule have
the meanings assigned to them by such definitions.
Section 1.4.
Rules of Construction.
Unless the context otherwise
requires:
(1)
A TERM HAS THE MEANING ASSIGNED TO IT;
(2)
AN ACCOUNTING TERM NOT OTHERWISE DEFINED HAS THE MEANING ASSIGNED
TO IT IN ACCORDANCE WITH GAAP;
(3)
"OR" IS NOT EXCLUSIVE;
(4)
"INCLUDING" MEANS INCLUDING WITHOUT LIMITATION;
(5)
WORDS IN THE SINGULAR INCLUDE THE PLURAL AND WORDS IN THE PLURAL
INCLUDE THE SINGULAR;
(6)
THE PRINCIPAL AMOUNT OF ANY NONINTEREST BEARING OR OTHER DISCOUNT
SECURITY AT ANY DATE SHALL BE THE PRINCIPAL AMOUNT THEREOF THAT WOULD BE SHOWN
ON A BALANCE SHEET OF THE COMPANY DATED SUCH DATE PREPARED IN ACCORDANCE WITH
GAAP; AND
(7)
THE PRINCIPAL AMOUNT OF ANY PREFERRED STOCK SHALL BE (I) THE
MAXIMUM LIQUIDATION VALUE OF SUCH PREFERRED STOCK OR