CHECKED. The undersigned represents and warrants that it is purchasing this Note for its own account or an account with respect to which it exercises sole investment discretion and that it and any such account is a “qualified institutional buyer” within the meaning of Rule 144A under the Securities Act of 1933, and is aware that the sale to it is being made in reliance on Rule 144A and acknowledges that it has received such information regarding the Company as the undersigned has requested pursuant to Rule 144A or has determined not to request such information and that it is aware that the transferor is relying upon the undersigned’s foregoing representations in order to claim the exemption from registration provided by Rule 144A. Date: NOTICE: To be executed by an executive officer The initial principal amount of this Global Note is $ . The following increases or decreases in this Global Note have been made: If you want to elect to have this Note purchased by the Company pursuant to Section 4.06 (Asset Sale) or 4.08 (Change of Control) of the Indenture, check the box: If you want to elect to have only part of this Note purchased by the Company pursuant to Section 4.06 (Asset Sale) or 4.08 (Change of Control) of the Indenture, state the amount ($2,000 or any integral multiple of $1,000 in excess thereof): $ Date: Your Signature: ____________________________________ Sign exactly as your name appears on the other side of this Note. Signature Guarantee: Signature must be guaranteed by a participant in a recognized signature guaranty medallion program or other signature guarantor program reasonably acceptable to the Trustee Caesars Entertainment, Inc. 000 Xxxx Xxxxxxx Xxxxxx, Xxxxx 0000 Reno, Nevada 89501 Facsimile: (000) 000-0000 Attn: Chief Financial Officer Ladies and Gentlemen: This certificate is delivered to request a transfer of $[ ] principal amount of the 6.500% Senior Secured Notes due 2032 (the “Notes”) of Caesars Entertainment, Inc., a Delaware corporation (the “Company”). Upon transfer, the Notes would be registered in the name of the new beneficial owner as follows: Name: ________________________________ Address:_______________________________ Taxpayer ID Number: ____________________
Appears in 1 contract
CHECKED. The undersigned represents and warrants that it is purchasing this Note for its own account or an account with respect to which it exercises sole investment discretion and that it and any such account is a “qualified institutional buyer” within the meaning of Rule 144A under the Securities Act of 1933, and is aware that the sale to it is being made in reliance on Rule 144A and acknowledges that it has received such information regarding the Company as the undersigned has requested pursuant to Rule 144A or has determined not to request such information and that it is aware that the transferor is relying upon the undersigned’s foregoing representations in order to claim the exemption from registration provided by Rule 144A. Date: NOTICE: To be executed by an executive officer The initial principal amount of this Global Note is $ $______________. The following increases or decreases in this Global Note have been made: If you want to elect to have this Note purchased by the Company pursuant to Section 4.06 (Asset Sale) or 4.08 (Change of Control) of the Indenture, check the box: Asset Sale ☐ Change of Control ☐ If you want to elect to have only part of this Note purchased by the Company pursuant to Section 4.06 (Asset Sale) or 4.08 (Change of Control) of the Indenture, state the amount ($2,000 or any integral multiple of $1,000 in excess thereof): $ Date: Your Signature: ____________________________________ (Sign exactly as your name appears on the other side of this Note. ) Signature Guarantee: Signature must be guaranteed by a participant in a recognized signature guaranty medallion program or other signature guarantor program reasonably acceptable to the Trustee Caesars EntertainmentRAYONIER A.M. PRODUCTS INC. c/o Wells Fargo Bank, Inc. National Association as Trustee and Registrar – CSTO Mail Operations MAC: N9300-070 000 Xxxx Xxxxxxx Xxxxx 0xx Xxxxxx, 0xx Xxxxx 0000 RenoXxxxxxxxxxx, Nevada 89501 FacsimileXX 00000 Attention: Xxxx Xxxxxxxx Phone: (000) 000-0000 AttnEmail: Chief Financial Officer xxxx.xxxxxxxx@xxxxxxxxxx.xxx Ladies and Gentlemen: This certificate is delivered to request a transfer of $[ ] principal amount of the 6.5007.625% Senior Secured Notes due 2032 2026 (the “Notes”) of Caesars EntertainmentRAYONIER A.M. PRODUCTS INC. (collectively with its successors and assigns, Inc., a Delaware corporation (the “Company”). Upon transfer, the Notes would be registered in the name of the new beneficial owner as follows: Name: ________________________________ Address:_______________________________ Taxpayer ID Number: ____________________
Appears in 1 contract
CHECKED. The undersigned represents and warrants that it is purchasing this Note Security for its own account or an account with respect to which it exercises sole investment discretion and that it and any such account is a “qualified institutional buyer” within the meaning of Rule 144A under the Securities Act of 1933, and is aware that the sale to it is being made in reliance on Rule 144A and acknowledges that it has received such information regarding the Company and any Guarantors as the undersigned has requested pursuant to Rule 144A or has determined not to request such information and that it is aware that the transferor is relying upon the undersigned’s foregoing representations in order to claim the exemption from registration provided by Rule 144A. DateDated: NOTICENotice: To be executed by an executive officer The initial principal amount of this Global Note Security is $ $[ ]. The following increases or decreases in this Global Note Security have been made: If you want to elect to have this Note Security purchased by the Company pursuant to Section 4.06 (Asset SaleDisposition) or 4.08 (Change of ControlControl Repurchase Event) of the Indenture, check the box: If you want to elect to have only part of this Note Security purchased by the Company pursuant to Section 4.06 (Asset Sale) or 4.08 (Change of Control) of the Indenture, state the amount ($2,000 or any greater integral multiple of $1,000 in excess thereof): $ Date: Your Signature: ____________________________________ (Sign exactly as your name appears on the other side of this Note. the Security) Signature Guarantee: Signature must be guaranteed by a participant in a recognized signature guaranty medallion program or other signature guarantor program reasonably acceptable to the Trustee Caesars Entertainment, Inc. 000 Xxxx Xxxxxxx XxxxxxXXXX CORP. 0000 Xxxxxxxx Xxxxxxx, Xxxxx 0000 Reno000 Xxxxxxxx, Nevada 89501 Facsimile: (000) 000-0000 Attn: Chief Financial Officer Xxxxxxxx Ladies and Gentlemen: This certificate is delivered to request a transfer of $[ ● ] principal amount of the 6.5005.125% Senior Secured Notes due 2032 2029 (the “NotesSecurities”)) of Caesars EntertainmentXXXX CORP. (collectively with its successors and assigns, Inc., a Delaware corporation (the “Company”). Upon transfer, the Notes Securities would be registered in the name of the new beneficial owner as follows: Name: ________________________________ Address:_____________________: __________ Taxpayer ID Number: _____________________ The undersigned represents and warrants to you that:
Appears in 1 contract
Samples: Indenture (ARKO Corp.)
CHECKED. The undersigned represents and warrants that it is purchasing this Note for its own account or an account with respect to which it exercises sole investment discretion and that it and any such account is a “qualified institutional buyer” within the meaning of Rule 144A under the Securities Act of 1933, and is aware that the sale to it is being made in reliance on Rule 144A and acknowledges that it has received such information regarding the Company Issuers as the undersigned has requested pursuant to Rule 144A or has determined not to request such information and that it is aware that the transferor is relying upon the undersigned’s foregoing representations in order to claim the exemption from registration provided by Rule 144A. Date: NOTICE: To be executed by an executive officer The initial principal amount of this Global Note is $ . The following increases or decreases in this Global Note have been made: If you want to elect to have this Note purchased by the Company Issuers pursuant to Section 4.06 (Asset Sale) or 4.08 (Change of Control) of the Indenture, check the box: Asset Sale ¨ Change of Control ¨ If you want to elect to have only part of this Note purchased by the Company Issuers pursuant to Section 4.06 (Asset Sale) or 4.08 (Change of Control) of the Indenture, state the amount ($2,000 or any integral multiple of $1,000 in excess thereof): $ Date: Your Signature: ____________________________________ (Sign exactly as your name appears on the other side of this Note. ) Signature Guarantee: Signature must be guaranteed by a participant in a recognized signature guaranty medallion program or other signature guarantor program reasonably acceptable to the Trustee Caesars Entertainment[MALLINCKRODT INTERNATIONAL FINANCE X.X. XXXXXXXXXXXX CB LLC] c/o Deutsche Bank Trust Company Americas Deutsche Bank Trust Company Americas c/o DB Services Americas, Inc. 000 0000 Xxxx Xxxxxxx XxxxxxXxxxxxx, Xxxxx 0000 Reno000 Xxxxxxxxxxxx, Nevada 89501 Facsimile: (000) 000-0000 Attn: Chief Financial Officer Xxxxxxx 00000 Ladies and Gentlemen: This certificate is delivered to request a transfer of $[ ] principal amount of the 6.5005.625% Senior Secured Notes due 2032 2023 (the “Notes”) of Caesars EntertainmentMALLINCKRODT INTERNATIONAL FINANCE S.A. and XXXXXXXXXXXX XX LLC (collectively with their respective successors and assigns, Inc., a Delaware corporation (the “CompanyIssuers”). Upon transfer, the Notes would be registered in the name of the new beneficial owner as follows: Name: ________________________________ Address:_______________________________ : Taxpayer ID Number: ____________________The undersigned represents and warrants to you that:
Appears in 1 contract
Samples: Indenture (Mallinckrodt PLC)
CHECKED. The undersigned represents and warrants that it is purchasing this Note for its own account or an account with respect to which it exercises sole investment discretion and that it and any such account is a “qualified institutional buyer” within the meaning of Rule 144A under the Securities Act of 1933, and is aware that the sale to it is being made in reliance on Rule 144A and acknowledges that it has received such information regarding the Company Issuer as the undersigned has requested pursuant to Rule 144A or has determined not to request such information and that it is aware that the transferor is relying upon the undersigned’s foregoing representations in order to claim the exemption from registration provided by Rule 144A. Date: NOTICE: To be executed by an executive officer The initial principal amount of this Global Note is $ . The following increases or decreases in this Global Note have been made: If you want to elect to have this Note purchased by the Company Issuer pursuant to Section 4.06 (Asset Sale) or 4.08 (Change of Control) of the Indenture, check the box: Asset Sale ¨ Change of Control ¨ If you want to elect to have only part of this Note purchased by the Company Issuer pursuant to Section 4.06 (Asset Sale) or 4.08 (Change of Control) of the Indenture, state the amount ($2,000 or any integral multiple of $1,000 in excess thereof1,000): $ Date: Your Signature: ____________________________________ Sign exactly as your name appears on the other side of this Note. Signature Guarantee: Signature must be guaranteed by a participant in a recognized signature guaranty medallion program or other signature guarantor program reasonably acceptable to the Trustee Caesars EntertainmentUNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, Inc. 000 Xxxx Xxxxxxx XxxxxxA NEW YORK CORPORATION (“DTC”), Xxxxx 0000 RenoNEW YORK, Nevada 89501 Facsimile: NEW YORK, TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (000) 000-0000 Attn: Chief Financial Officer Ladies and Gentlemen: This certificate is delivered to request a transfer of $[ ] principal amount of the 6.500% Senior Secured Notes due 2032 (the “Notes”) of Caesars EntertainmentAND ANY PAYMENT IS MADE TO CEDE & CO., Inc.OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN. TRANSFERS OF THIS GLOBAL SECURITY SHALL BE LIMITED TO TRANSFERS IN WHOLE, BUT NOT IN PART, TO DTC, TO NOMINEES OF DTC OR TO A SUCCESSOR THEREOF OR SUCH SUCCESSOR’S NOMINEE AND TRANSFERS OF PORTIONS OF THIS GLOBAL SECURITY SHALL BE LIMITED TO TRANSFERS MADE IN ACCORDANCE WITH THE RESTRICTIONS SET FORTH IN THE INDENTURE REFERRED TO ON THE REVERSE HEREOF. No. $ EVERTEC, INC., a Delaware corporation (the “Company”). Upon transferPuerto Rico corporation, promises to pay to Cede & Co., or registered assigns, the Notes would be registered principal sum set forth on the Schedule of Increases or Decreases in Global Security attached hereto on October 1, 2018. Interest Payment Dates: April 1 and October 1 Record Dates: March 15 and September 15 Additional provisions of this Note are set forth on the name other side of the new beneficial owner as follows: Name: ________________________________ Address:_______________________________ Taxpayer ID Number: ____________________this Note.
Appears in 1 contract
CHECKED. The undersigned represents and warrants that it is purchasing this Note for its own account or an account with respect to which it exercises sole investment discretion and that it and any such account is a “qualified institutional buyer” within the meaning of Rule 144A under the Securities Act of 1933, and is aware that the sale to it is being made in reliance on Rule 144A and acknowledges that it has received such information regarding the Company Issuer as the undersigned has requested pursuant to Rule 144A or has determined not to request such information and that it is aware that the transferor is relying upon the undersigned’s foregoing representations in order to claim the exemption from registration provided by Rule 144A. Date: NOTICE: To be executed by an executive officer The initial principal amount of this Global Note is $ . The following increases or decreases in this Global Note have been made: If you want to elect to have this Note purchased by the Company Issuer pursuant to Section 4.06 (Asset Sale) or 4.08 (Change of Control) of the Indenture, check the box: Asset Sale ¨ Change of Control ¨ If you want to elect to have only part of this Note purchased by the Company Issuer pursuant to Section 4.06 (Asset Sale) or 4.08 (Change of Control) of the Indenture, state the amount ($2,000 or any integral multiple of $1,000 in excess thereof1,000): $ Date: Your Signature: ____________________________________ (Sign exactly as your name appears on the other side of this Note. ) Signature Guarantee: Signature must be guaranteed by a participant in a recognized signature guaranty medallion program or other signature guarantor program reasonably acceptable to the Trustee Caesars EntertainmentUNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, Inc. 000 Xxxx Xxxxxxx XxxxxxA NEW YORK CORPORATION (“DTC”), Xxxxx 0000 RenoNEW YORK, Nevada 89501 FacsimileNEW YORK, TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO., OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN. TRANSFERS OF THIS GLOBAL SECURITY SHALL BE LIMITED TO TRANSFERS IN WHOLE, BUT NOT IN PART, TO DTC, TO NOMINEES OF DTC OR TO A SUCCESSOR THEREOF OR SUCH SUCCESSOR’S NOMINEE AND TRANSFERS OF PORTIONS OF THIS GLOBAL SECURITY SHALL BE LIMITED TO TRANSFERS MADE IN ACCORDANCE WITH THE RESTRICTIONS SET FORTH IN THE INDENTURE REFERRED TO ON THE REVERSE HEREOF. “THIS SECURITY (OR ITS PREDECESSOR) HAS NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) AND, ACCORDINGLY, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS, EXCEPT AS SET FORTH IN THE FOLLOWING SENTENCE. BY ITS ACQUISITION HEREOF OR OF A BENEFICIAL INTEREST HEREIN, THE HOLDER: (0001) 000REPRESENTS THAT (A) IT IS A “QUALIFIED INSTITUTIONAL BUYER” (AS DEFINED IN RULE 144A UNDER THE SECURITIES ACT) (A “QIB”), (B) IT IS NOT A U.S. PERSON, IS NOT ACQUIRING THIS SECURITY FOR THE ACCOUNT OR BENEFIT OF A U.S. PERSON AND IS ACQUIRING THIS SECURITY IN AN OFFSHORE TRANSACTION IN COMPLIANCE WITH REGULATION S UNDER THE SECURITIES ACT OR (C) IT IS AN INSTITUTIONAL “ACCREDITED INVESTOR” WITHIN THE MEANING OF RULE 501(a)(1), (2), (3) or (7) UNDER REGULATION D OF THE SECURITIES ACT (AN “IAI”), (2) AGREES THAT IT WILL NOT, WITHIN THE TIME PERIOD REFERRED TO UNDER RULE 144(d)(1) (TAKING INTO ACCOUNT THE PROVISIONS OF RULE 144(d) UNDER THE SECURITIES ACT, IF APPLICABLE) UNDER THE SECURITIES ACT AS IN EFFECT ON THE DATE OF THE TRANSFER OF THIS SECURITY, RESELL OR OTHERWISE TRANSFER THIS SECURITY EXCEPT (A) TO THE ISSUER, HET OR ANY OF ITS SUBSIDIARIES, (B) TO A PERSON WHOM THE HOLDER REASONABLY BELIEVES IS A QIB OR PURCHASING FOR ITS OWN ACCOUNT OR FOR THE ACCOUNT OF A QIB IN COMPLIANCE WITH RULE 144A UNDER THE SECURITIES ACT, (C) IN COMPLIANCE WITH AN AVAILABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT PROVIDED THAT PRIOR TO SUCH TRANSFER, THE TRUSTEE IS FURNISHED WITH AN OPINION OF COUNSEL ACCEPTABLE TO THE ISSUER THAT SUCH TRANSFER IS IN COMPLIANCE WITH THE SECURITIES ACT), (D) OUTSIDE THE UNITED STATES IN AN OFFSHORE TRANSACTION IN COMPLIANCE WITH RULE 904 UNDER THE SECURITIES ACT, (E) PURSUANT TO THE EXEMPTION FROM REGISTRATION PROVIDED BY RULE 144 UNDER THE SECURITIES ACT (IF AVAILABLE AND PROVIDED THAT PRIOR TO SUCH TRANSFER, THE TRUSTEE IS FURNISHED WITH AN OPINION OF COUNSEL ACCEPTABLE TO THE ISSUER THAT SUCH TRANSFER IS IN COMPLIANCE WITH THE SECURITIES ACT), (F) TO AN IAI THAT, PRIOR TO SUCH TRANSFER, FURNISHES THE TRUSTEE A SIGNED LETTER CONTAINING CERTAIN REPRESENTATIONS AND AGREEMENTS RELATING TO THE TRANSFER OF THIS SECURITY (THE FORM OF WHICH CAN BE OBTAINED FROM THE TRUSTEE) AND, IF SUCH TRANSFER IS IN RESPECT OF AN AGGREGATE PRINCIPAL AMOUNT OF NEW SECOND LIEN NOTES LESS THAN $250,000, AN OPINION OF COUNSEL ACCEPTABLE TO THE ISSUER AND THE TRUSTEE THAT SUCH TRANSFER IS IN COMPLIANCE WITH THE SECURITIES ACT OR (G) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT AND, IN EACH CASE, IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS, AND (3) AGREES THAT IT WILL DELIVER TO EACH PERSON TO WHOM THIS SECURITY OR AN INTEREST HEREIN IS TRANSFERRED (OTHER THAN A TRANSFER PURSUANT TO CLAUSE (2)(D) OR 2(E) ABOVE) A NOTICE SUBSTANTIALLY TO THE EFFECT OF THIS LEGEND. IN CONNECTION WITH ANY TRANSFER OF THIS SECURITY OR ANY INTEREST HEREIN WITHIN THE TIME PERIOD REFERRED TO ABOVE, THE HOLDER MUST CHECK THE APPROPRIATE BOX SET FORTH ON THE REVERSE HEREOF RELATING TO THE MANNER OF SUCH TRANSFER AND SUBMIT THIS CERTIFICATE TO THE TRUSTEE. AS USED HEREIN, THE TERMS “OFFSHORE TRANSACTION,” “UNITED STATES” AND “U.S. PERSON” HAVE THE MEANINGS GIVEN TO THEM BY RULE 902 OF REGULATION S UNDER THE SECURITIES ACT.” Each Definitive Note shall bear the following additional legend: “IN CONNECTION WITH ANY TRANSFER, THE HOLDER WILL DELIVER TO THE REGISTRAR AND TRANSFER AGENT SUCH CERTIFICATES AND OTHER INFORMATION AS SUCH TRANSFER AGENT MAY REASONABLY REQUIRE TO CONFIRM THAT THE TRANSFER COMPLIES WITH THE FOREGOING RESTRICTIONS.” “THE TERMS OF THIS SECURITY ARE SUBJECT TO THE TERMS OF THE INTERCREDITOR AGREEMENT, DATED DECEMBER 24, 2008, BY AND AMONG BANK OF AMERICA, N.A., AS FIRST LIEN AGENT, U.S. BANK NATIONAL ASSOCIATION, AS TRUSTEE AND THE OTHER PARTIES THERETO FROM TIME TO TIME.” “THIS NOTE IS ISSUED WITH ORIGINAL ISSUE DISCOUNT FOR PURPOSES OF SECTION 1271 ET SEQ. OF THE INTERNAL REVENUE CODE. A HOLDER MAY OBTAIN THE ISSUE PRICE, AMOUNT OF ORIGINAL ISSUE DISCOUNT, ISSUE DATE AND YIELD TO MATURITY FOR SUCH NOTES BY SUBMITTING A REQUEST FOR SUCH INFORMATION TO THE BORROWER AT THE FOLLOWING ADDRESS: HARRAH’S OPERATING COMPANY, INC., ONE CAESAR’S PALACE DRIVE, LAS VEGAS, NEVADA, 89101-0000 Attn8969, ATTENTION: Chief Financial Officer Ladies and Gentlemen: This certificate is delivered to request a transfer of $[ ] principal amount of the 6.500% Senior Secured Notes due 2032 (the “Notes”) of Caesars EntertainmentGENERAL COUNSEL.” No. $ XXXXXX’X OPERATING COMPANY, Inc.INC., a Delaware corporation (the “Company”). Upon transfercorporation, promises to pay to Cede & Co., or registered assigns, the Notes would be registered in principal sum of [ ] Dollars on December 15, 2015. Interest Payment Dates: June 15 and December 15 Record Dates: June 1 and December 1 Additional provisions of this Note are set forth on the name other side of the new beneficial owner as follows: Name: ________________________________ Address:_______________________________ Taxpayer ID Number: ____________________this Note.
Appears in 1 contract
Samples: Indenture (Gnoc Corp.)
CHECKED. The undersigned represents and warrants that it is purchasing this Note Security for its own account or an account with respect to which it exercises sole investment discretion and that it and any such account is a “qualified institutional buyer” within the meaning of Rule 144A under the Securities Act of 1933Act, and is aware that the sale to it is being made in reliance on Rule 144A and acknowledges that it has received such information regarding the Company as the undersigned has requested pursuant to Rule 144A or has determined not to request such information and that it is aware that the transferor is relying upon the undersigned’s foregoing representations in order to claim the exemption from registration provided by Rule 144A. DateDated: NOTICENotice: To be executed by an executive officer The initial principal amount of this Global Note is $ . The following increases or decreases in this Global Note have been made: If you want to elect to have this Note Security purchased by the Company pursuant to Section 4.06 (Asset Sale) or 4.08 (Change of Control) 4.09 of the Indenture, check the box: ☐ If you want to elect to have only part of this Note Security purchased by the Company pursuant to Section 4.06 (Asset Sale) or 4.08 (Change of Control) 4.09 of the Indenture, state the amount ($2,000 or any integral multiple of $1,000 in excess thereof): principal amount: $ DateDated: Your Signature: ____________________________________ (Sign exactly as your name appears on the other side of this Note. Security.) Signature Guarantee: (Signature must be guaranteed) Signatures must be guaranteed by a participant an “eligible guarantor institution” meeting the requirements of the Registrar, which requirements include membership or participation in a recognized the Security Transfer Agent Medallion Program (“STAMP”) or such other “signature guaranty medallion program guarantee program” as may be determined by the Registrar in addition to, or other signature guarantor program reasonably acceptable to in substitution for, STAMP, all in accordance with the Trustee Caesars EntertainmentSecurities Exchange Act of 1934, as amended. U.S. Concrete, Inc. In care of U.S. Bank National Association 000 Xxxx Xxxxxxx Xxxxxxxx Xxxxxx, Xxxxx 0000 Reno000 Xxxxxxxxx, Nevada 89501 Facsimile: (000) 000-0000 Attn: Chief Financial Officer Xxxxxxxxx 00000 Attention of Corporate Trust Department – U.S. Concrete Ladies and Gentlemen: This certificate is delivered to request a transfer of $[ ] principal amount of the 6.5005.125% Senior Secured Notes due 2032 2029 (the “NotesSecurities”) of Caesars EntertainmentU.S. Concrete, Inc., a Delaware corporation Inc. (the “Company”). Upon transfer, the Notes Securities would be registered in the name of the new beneficial owner as follows: Name: ________________________________ Address:_______________________________ : Taxpayer ID Number: ____________________The undersigned represents and warrants to you that:
Appears in 1 contract
Samples: Indenture (U.S. Concrete, Inc.)
CHECKED. The undersigned represents and warrants that it is purchasing this Note for its own account or an account with respect to which it exercises sole investment discretion and that it and any such account is a “qualified institutional buyer” within the meaning of Rule 144A under the Securities Act of 1933, and is aware that the sale to it is being made in reliance on Rule 144A and acknowledges that it has received such information regarding the Company as the undersigned has requested pursuant to Rule 144A or has determined not to request such information and that it is aware that the transferor is relying upon the undersigned’s foregoing representations in order to claim the exemption from registration provided by Rule 144A. Date: ____________________________ NOTICE: To be executed by an executive officer The initial principal amount of this Global Note is $ . The following increases or decreases in this Global Note have been made: If you want to elect to have this Note purchased by the Company pursuant to Section 4.06 (Asset Sale) or 4.08 (Change of Control) of the Indenture, check the box: Asset Sale ¨ Change of Control ¨ If you want to elect to have only part of this Note purchased by the Company pursuant to Section 4.06 (Asset Sale) or 4.08 (Change of Control) of the Indenture, state the amount ($2,000 or any integral multiple of $1,000 in excess thereof): $ Date: Your Signature: ____________________________________ (Sign exactly as your name appears on the onthe other side of this Note. ) Signature Guarantee: Signature must be guaranteed by a participant in a recognized signature recognizedsignature guaranty medallion program or other signature guarantor signatureguarantor program reasonably acceptable to the Trustee Caesars EntertainmentXPO LOGISTICS, Inc. INC. x/x Xxx Xxxx xx Xxx Xxxx Xxxxxx Trust Company, N.A. as Trustee and Registrar – 000 Xxxxxxx Xxxx Xxxxxxx XxxxxxPlace Pittsburgh, Xxxxx 0000 Reno, Nevada 89501 FacsimilePennsylvania 15259 Telephone No.: (000) 000-0000 Attn[—] Fax No.: Chief Financial Officer [—] Email: [—] Ladies and Gentlemen: This certificate is delivered to request a transfer of $[ ] principal amount of the 6.5007.875% Senior Secured Notes due 2032 2019 (the “Notes”) of Caesars EntertainmentXPO LOGISTICS, Inc.INC. (collectively with its successors and assigns, a Delaware corporation (the “Company”). Upon transfer, the Notes would be registered in the name of the new beneficial owner as follows: Name: ________________________________ Address:_______________________________ : Taxpayer ID Number: ____________________The undersigned represents and warrants to you that:
Appears in 1 contract
Samples: Indenture (XPO Logistics, Inc.)
CHECKED. The undersigned represents and warrants that it is purchasing this Note for its own account or an account with respect to which it exercises sole investment discretion and that it and any such account is a “qualified institutional buyer” within the meaning of Rule 144A under the Securities Act of 1933, and is aware that the sale to it is being made in reliance on Rule 144A and acknowledges that it has received such information regarding the Company as the undersigned has requested pursuant to Rule 144A or has determined not to request such information and that it is aware that the transferor is relying upon the undersigned’s foregoing representations in order to claim the exemption from registration provided by Rule 144A. Date: NOTICE: To be executed by an executive officer The initial principal amount of this Global Note is $ $[ 🌑 ]. The following increases or decreases in this Global Note have been made: If you want to elect to have this Note purchased by the Company pursuant to Section 4.06 (Asset Sale) or 4.08 (Change of Control) of the Indenture, check the box: Asset Sale ☐ Change of Control ☐ If you want to elect to have only part of this Note purchased by the Company pursuant to Section 4.06 (Asset Sale) or 4.08 (Change of Control) of the Indenture, state the amount ($2,000 or any integral multiple of $1,000 in excess thereof): $ Date: Your Signature: ____________________________________ (Sign exactly as your name appears on the other side of this Note. ) Signature Guarantee: Signature must be guaranteed by a participant in a recognized signature guaranty medallion program or other signature guarantor program reasonably acceptable to the Trustee Caesars Entertainment, Inc. 000 Xxxx Xxxxxxx Xxxxxx, Xxxxx 0000 Reno, Nevada 89501 Facsimile: (000) 000-0000 Attn: Chief Financial Officer ABERCROMBIE & FITCH MANAGEMENT CO. [[ 🌑 ]] Ladies and Gentlemen: This certificate is delivered to request a transfer of [$[ 🌑 ] principal amount of the 6.5008.750% Senior Secured Notes due 2032 2025 (the “Notes”) )] of Caesars EntertainmentABERCROMBIE & FITCH MANAGEMENT CO. (collectively with its successors and assigns, Inc., a Delaware corporation (the “Company”). Upon transfer, the Notes would be registered in the name of the new beneficial owner as follows: Name: ________________________________ Address:_______________________________ : Taxpayer ID Number: ____________________The undersigned represents and warrants to you that:
Appears in 1 contract
CHECKED. The undersigned represents and warrants that it is purchasing this Note for its own account or an account with respect to which it exercises sole investment discretion and that it and any such account is a “qualified institutional buyer” within the meaning of Rule 144A under the Securities Act of 1933, and is aware that the sale to it is being made in reliance on Rule 144A and acknowledges that it has received such information regarding the Company as the undersigned has requested pursuant to Rule 144A or has determined not to request such information and that it is aware that the transferor is relying upon the undersigned’s foregoing representations in order to claim the exemption from registration provided by Rule 144A. Date: NOTICE: To be executed by an executive officer The initial principal amount of this Global Note is $ . The following increases or decreases in this Global Note have been made: If you want to elect to have this Note purchased by the Company pursuant to Section 4.06 (Asset Sale) or 4.08 (Change of Control) of the Indenture, check the box: If you want to elect to have only part of this Note purchased by the Company pursuant to Section 4.06 (Asset Sale) or 4.08 (Change of Control) of the Indenture, state the amount ($2,000 or any integral multiple of $1,000 in excess thereof): $ Date: Your Signature: ______________________:______________ Your Signature: Sign exactly as your name appears on the other side of this Note. Signature Guarantee: Signature must be guaranteed by a participant in a recognized signature guaranty medallion program or other signature guarantor program reasonably acceptable to the Trustee Caesars Entertainment, Inc. 000 Xxxx Xxxxxxx Xxxxxx, Xxxxx 0000 RenoXxxx, Nevada 89501 Xxxxxx 00000 Facsimile: (000) 000-0000 Attn: Chief Financial Officer Ladies and Gentlemen: This certificate is delivered to request a transfer of $[ ] principal amount of the 6.5007.000% Senior Secured Notes due 2032 2030 (the “Notes”) of Caesars Entertainment, Inc., a Delaware corporation (the “Company”). Upon transfer, the Notes would be registered in the name of the new beneficial owner as follows: Name: :________________________________ Address:_______________________________ Taxpayer ID Number: ____________________
Appears in 1 contract
CHECKED. The undersigned represents and warrants that it is purchasing this Note for its own account or an account with respect to which it exercises sole investment discretion and that it and any such account is a “qualified institutional buyer” within the meaning of Rule 144A under the Securities Act of 1933, and is aware that the sale to it is being made in reliance on Rule 144A and acknowledges that it has received such information regarding the Company as the undersigned has requested pursuant to Rule 144A or has determined not to request such information and that it is aware that the transferor is relying upon the undersigned’s foregoing representations in order to claim the exemption from registration provided by Rule 144A. Date: NOTICE: To be executed by an executive officer The initial principal amount of this Global Note is $ . The following increases or decreases in this Global Note have been made: If you want to elect to have this Note purchased by the Company pursuant to Section 4.06 (Asset Sale) or 4.08 (Change of Control) of the Indenture, check the box: Asset Sale ¨ Change of Control ¨ If you want to elect to have only part of this Note purchased by the Company pursuant to Section 4.06 (Asset Sale) or 4.08 (Change of Control) of the Indenture, state the amount ($2,000 or any integral multiple of $1,000 in excess thereof): $ Date: Your Signature: ____________________________________ (Sign exactly as your name appears on the other side of this Note. ) Signature Guarantee: Signature must be guaranteed by a participant in a recognized signature guaranty medallion program or other signature guarantor program reasonably acceptable to the Trustee Caesars EntertainmentMULTI-COLOR CORPORATION [c/o U.S. Bank, Inc. National Association as Trustee and Registrar 000 Xxxx Xxxxxxx XxxxxxX. Xxxxx Street, Xxxxx 0000 Reno27th Floor Charlotte, Nevada 89501 FacsimileNorth Carolina 28202 Attention: Global Corporate Trust Services Telephone No.: (000) 000-0000 AttnFax No.: Chief Financial Officer (000) 000-0000 Email: xxxxxxx.xxxxxxxxxxxxxx@xxxxxx.xxx] Ladies and Gentlemen: This certificate is delivered to request a transfer of $[ ] principal amount of the 6.5006.125% Senior Secured Notes due 2032 2022 (the “Notes”) of Caesars EntertainmentMULTI-COLOR CORPORATION (collectively with its successors and assigns, Inc., a Delaware corporation (the “Company”). Upon transfer, the Notes would be registered in the name of the new beneficial owner as follows: Name: ________________________________ Address:_______________________________ : Taxpayer ID Number: ____________________The undersigned represents and warrants to you that:
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Samples: Indenture (MULTI COLOR Corp)
CHECKED. The undersigned represents and warrants that it is purchasing this Note for its own account or an account with respect to which it exercises sole investment discretion and that it and any such account is a “qualified institutional buyer” within the meaning of Rule 144A under the Securities Act of 1933, and is aware that the sale to it is being made in reliance on Rule 144A and acknowledges that it has received such information regarding the Company Issuer as the undersigned has requested pursuant to Rule 144A or has determined not to request such information and that it is aware that the transferor is relying upon the undersigned’s foregoing representations in order to claim the exemption from registration provided by Rule 144A. Date: NOTICE: To be executed by an executive officer The initial principal amount of this Global Note is $ . The following increases or decreases in this Global Note have been made: If you want to elect to have this Note purchased by the Company Issuer pursuant to Section 4.06 (Asset Sale) or 4.08 (Change of Control) of the Indenture, check the box: Asset Sale ☐ Change of Control ☐ If you want to elect to have only part of this Note purchased by the Company Issuer pursuant to Section 4.06 (Asset Sale) or 4.08 (Change of Control) of the Indenture, state the amount ($2,000 or any integral multiple of $1,000 in excess thereof): $ Date: Your Signature: ____________________________________ (Sign exactly as your name appears on the other side of this Note. ) Signature Guarantee: Signature must be guaranteed by a participant in a recognized signature guaranty medallion program or other signature guarantor program reasonably acceptable to the Trustee Caesars EntertainmentINSTALLED BUILDING PRODUCTS, Inc. 000 INC. c/o U.S. Bank National Association as Trustee and Registrar U.S. Bank National Association 00 Xxxx Xxxxxxx Xxxxx Xxxxxx, 00xx Xxxxx 0000 RenoXX-XX-XX00 Xxxxxxxx, Nevada 89501 FacsimileXxxx 00000 Attention: Xxxxxxxxx X. Xxxxx Telephone No.: (000) 000-0000) Fax No.: (000) 000-0000 AttnEmail: Chief Financial Officer XXXXXXXXX.XXXXX@XXXXXX.XXX Ladies and Gentlemen: This certificate is delivered to request a transfer of $[ ] principal amount of the 6.5005.75% Senior Secured Notes due 2032 2028 (the “Notes”) of Caesars EntertainmentINSTALLED BUILDING PRODUCTS, Inc.INC. (collectively with its successors and assigns, a Delaware corporation (the “CompanyIssuer”). Upon transfer, the Notes would be registered in the name of the new beneficial owner as follows: Name: ________________________________ Address:_______________________________ : Taxpayer ID Number: ____________________The undersigned represents and warrants to you that:
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