which are not callable at the issuer's option.
"Voting Stock" of a Person means all classes of Capital Stock of such Person
then outstanding and normally entitled (without regard to the occurrence of any
contingency) to vote in the election of directors, managers or trustees thereof.
"Wholly Owned Subsidiary" means a Restricted Subsidiary all the Capital Stock of
which (other than directors' qualifying and similar shares) is owned by Symmetry
or one or more other Wholly Owned Subsidiaries.
37
SECTION 1.02.
OTHER DEFINITIONS.
Term
Defined in
Section
"Affiliate Transaction"
4.08(a)
"Appendix"
2.01
"Bankruptcy Law"
6.01
"Change of Control Offer"
4.12(b)
"covenant defeasance option"
8.01(b)
"Custodian"
6.01
"Event of Default"
6.01
"Guaranteed Obligations"
10.01
"Intercompany Note Offer Amount"
4.15(d)(3)
"Intercompany Note Offer Period"
4.15(d)(3)
"Intercompany Note Purchase Date"
4.15(d)(2)
"legal defeasance option"
8.01(b)
"Offer"
4.06(d)
"Offer Amount"
4.06(e)(2)
"Offer Period"
4.06(e)(2)
"Paying Agent"
2.03
"Purchase Date"
4.06(e)(1)
"Registrar"
2.03
"Successor Company"
5.01(a)(1)
"Symmetry"
Preamble
SECTION 1.03.
INCORPORATION BY REFERENCE OF TRUST
INDENTURE ACT.
THIS INDENTURE IS SUBJECT TO THE MANDATORY PROVISIONS OF THE TIA
WHICH ARE INCORPORATED
38
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 Securities and the Note Guarantees;
"indenture security holder" means a Holder;
"indenture to be qualified" means this Indenture;
"indenture trustee" or "institutional trustee" means the Trustee; and
"obligor" on the indenture securities means the Company, each Guarantor and any
other obligor on the indenture securities.
All other TIA terms used in this Indenture that are defined by the TIA, defined
by TIA reference to another statute or defined by SEC rule have the meanings
assigned to them by such definitions.
SECTION 1.04.
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)
UNSECURED INDEBTEDNESS SHALL NOT BE DEEMED
TO BE SUBORDINATE OR JUNIOR TO SECURED INDEBTEDNESS MERELY BY VIRTUE OF ITS
NATURE AS UNSECURED INDEBTEDNESS;
(7)
SECURED INDEBTEDNESS SHALL NOT BE DEEMED TO
BE SUBORDINATE OR JUNIOR TO ANY OTHER SECURED INDEBTEDNESS MERELY BECAUSE IT HAS
A JUNIOR PRIORITY WITH RESPECT TO THE SAME COLLATERAL;
(8)
THE PRINCIPAL AMOUNT OF ANY NON-INTEREST
BEARING OR OTHER DISCOUNT SECURITY AT ANY DATE SHALL BE THE PRINCIPAL AMOUNT
THEREOF THAT WOULD BE SHOWN ON A BALANCE SHEET OF THE ISSUER DATED SUCH DATE
PREPARED IN ACCORDANCE WITH GAAP;
(9)
THE PRINCIPAL AMOUNT OF ANY PREFERRED STOCK
SHALL BE (A) THE MAXIMUM LIQUIDATION VALUE OF SUCH PREFERRED STOCK OR (B) THE
MAXIMUM
39
MANDATORY REDEMPTION OR MANDATORY REPURCHASE PRICE WITH RESPECT TO SUCH
PREFERRED STOCK, WHICHEVER IS GREATER; AND
(10) all references to the date the Securities were originally issued shall
refer to the Issue Date.