THE TRUSTEE FOR AUTHENTICATION, AND ANY NOTES THAT SUCH SUCCESSOR PERSON
THEREAFTER SHALL CAUSE TO BE SIGNED AND DELIVERED TO THE TRUSTEE FOR THAT
PURPOSE.
ALL THE NOTES SO ISSUED SHALL IN ALL RESPECTS HAVE THE SAME LEGAL RANK
AND BENEFIT UNDER THIS INDENTURE AS THE NOTES THERETOFORE OR THEREAFTER ISSUED
IN ACCORDANCE WITH THE TERMS OF THIS INDENTURE AS THOUGH ALL OF SUCH NOTES HAD
BEEN ISSUED AT THE DATE OF THE EXECUTION HEREOF.
IN THE EVENT OF ANY SUCH
CONSOLIDATION, MERGER, SALE, CONVEYANCE, TRANSFER OR LEASE, UPON COMPLIANCE WITH
THIS ARTICLE 10 THE PERSON NAMED AS THE "ISSUER" IN THE FIRST PARAGRAPH OF THIS
INDENTURE OR ANY SUCCESSOR THAT SHALL THEREAFTER HAVE BECOME SUCH IN THE MANNER
PRESCRIBED IN THIS ARTICLE 10 MAY BE DISSOLVED, WOUND UP AND LIQUIDATED AT ANY
TIME THEREAFTER AND SUCH PERSON SHALL BE DISCHARGED FROM ITS LIABILITIES AS
OBLIGOR AND MAKER OF THE NOTES AND FROM ITS OBLIGATIONS UNDER THIS INDENTURE AND
UNDER THE REGISTRATION RIGHTS AGREEMENT.
47
IN CASE OF ANY SUCH CONSOLIDATION, SALE, LEASE, CONVEYANCE OR MERGER, SUCH
CHANGES IN PHRASEOLOGY AND FORM (BUT NOT IN SUBSTANCE) MAY BE MADE IN THE NOTES
THEREAFTER TO BE ISSUED AS MAY BE APPROPRIATE.
ARTICLE 11
SATISFACTION AND DISCHARGE OF INDENTURE
SECTION 11.01.
DISCHARGE OF INDENTURE.
THIS INDENTURE SHALL CEASE TO BE OF
FURTHER EFFECT (EXCEPT AS TO ANY SURVIVING RIGHTS OF CONVERSION, REGISTRATION OF
TRANSFER OR EXCHANGE OF NOTES HEREIN EXPRESSLY PROVIDED FOR AND EXCEPT AS
FURTHER PROVIDED BELOW), AND THE TRUSTEE, ON DEMAND OF AND AT THE EXPENSE OF THE
ISSUER, SHALL EXECUTE PROPER INSTRUMENTS ACKNOWLEDGING SATISFACTION AND
DISCHARGE OF THIS INDENTURE, WHEN (A) EITHER: (1) ALL NOTES THERETOFORE
AUTHENTICATED AND DELIVERED (OTHER THAN (I) NOTES WHICH HAVE BEEN DESTROYED,
LOST OR STOLEN AND WHICH HAVE BEEN REPLACED OR PAID AS PROVIDED IN SECTION 11.04
AND (II) NOTES FOR WHOSE PAYMENT MONEY HAS THERETOFORE BEEN DEPOSITED IN TRUST
AND THEREAFTER REPAID TO THE ISSUER AS PROVIDED IN SECTION 11.04) HAVE BEEN
DELIVERED TO THE TRUSTEE FOR CANCELLATION; OR (2) ALL SUCH NOTES NOT THERETOFORE
DELIVERED TO THE TRUSTEE FOR CANCELLATION HAVE BECOME DUE AND PAYABLE, WHETHER
UPON THE STATED MATURITY OF THE NOTES, A REDEMPTION DATE OR A CHANGE IN CONTROL
REPURCHASE DATE OR OTHERWISE, OR HAVE ALL BEEN CONVERTED IN ACCORDANCE WITH THE
PROVISIONS OF ARTICLE 13 HEREOF, AND THE ISSUER HAS IRREVOCABLY DEPOSITED OR
CAUSED TO BE IRREVOCABLY DEPOSITED WITH THE TRUSTEE A PAYING AGENT OR THE
CONVERSION AGENT (OTHER THAN THE ISSUER OR ANY OF ITS AFFILIATES), AS
APPLICABLE, AS TRUST FUNDS IN TRUST CASH AND, IF APPLICABLE, SHARES OF COMMON
STOCK IN AN AMOUNT SUFFICIENT TO PAY AND DISCHARGE THE ENTIRE INDEBTEDNESS ON
SUCH NOTES NOT THERETOFORE DELIVERED TO THE TRUSTEE FOR CANCELLATION, FOR
PRINCIPAL AND INTEREST TO THE DATE OF SUCH DEPOSIT (IN THE CASE OF NOTES WHICH
HAVE BECOME DUE AND PAYABLE) OR FOR AMOUNTS OWING UPON CONVERSION; PROVIDED,
HOWEVER, THAT THERE SHALL NOT EXIST, ON THE DATE OF SUCH DEPOSIT, A DEFAULT OR
EVENT