Definitive Preferred Security Certificates. If: (a) a Clearing Agency elects to discontinue its services as securities depositary with respect to the Preferred Securities and a successor Clearing Agency is not appointed within 90 days after such discontinuance pursuant to Section 9.6; or (b) the Administrative Trustees elect after consultation with the Depositor to terminate the book entry system through the Clearing Agency with respect to the Preferred Securities; then: (c) Definitive Preferred Security Certificates shall be prepared by the Administrative Trustees on behalf of the Trust with respect to such Preferred Securities; and (d) upon surrender of the Global Certificates by the Clearing Agency, accompanied by registration instructions, the Administrative Trustees shall cause Definitive Preferred Security Certificates to be delivered to Preferred Security Beneficial Owners in accordance with the instructions of the Clearing Agency. Neither the Trustees nor the Trust shall be liable for any delay in delivery of such instructions and each of them may conclusively rely on and shall be protected in relying on, said instructions of the Clearing Agency. The Definitive Preferred Security Certificates shall be printed, lithographed or engraved or may be produced in any other manner as is reasonably acceptable to the Administrative Trustees, as evidenced by their execution thereof, and may have such letters, numbers or other marks of identification or designation and such legends or endorsements as the Administrative Trustees may deem appropriate, or as may be required to comply with any law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which Preferred Securities may be listed, or to conform to usage.
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Samples: Trust Agreement, Trust Agreement (Allstate Financing X)
Definitive Preferred Security Certificates. If:
(a) a Clearing Agency elects to discontinue its services as securities depositary with respect to the Preferred Securities and a successor Clearing Agency is not appointed within 90 days after such discontinuance pursuant to Section 9.6; or;
(b) the Administrative Trustees elect after consultation with the Depositor Sponsor to terminate the book entry system through the Clearing Agency with respect to the Preferred Securities; or
(c) after the occurrence of an Event of Default under the corresponding subordinated debt securities, Holders of Preferred Securities representing at least a majority of liquidation amount of such Preferred Securities advise the Property Trustee in writing that the continuation of a book-entry system through the Depositary is no longer in their best interests, then:
(ci) Definitive Preferred Security Certificates shall be prepared by the Administrative Trustees on behalf of the Trust with respect to such Preferred Securities; and
(dii) upon surrender of the Global Certificates Certificate(s) by the Clearing Agency, accompanied by registration instructions, the Administrative Trustees shall cause Definitive Preferred Security Certificates to be delivered to Preferred Security Beneficial Owners in accordance with the instructions of the Clearing Agency. Neither the Trustees nor the Trust shall be liable for any delay in delivery of such instructions and each of them may conclusively rely on and shall be protected in relying on, said instructions of the Clearing Agency. The Definitive Preferred Security Certificates shall be printed, lithographed or engraved or may be produced in any other manner as is reasonably acceptable to the Administrative Trustees, as evidenced by their execution thereof, and may have such letters, numbers or other marks of identification or designation and such legends or endorsements as the Administrative Trustees may deem appropriate, or as may be required to comply with any law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which Preferred Securities may be listed, or to conform to usage.
Appears in 2 contracts
Samples: Trust Agreement (Berkley W R Corp), Trust Agreement (Berkley W R Corp)
Definitive Preferred Security Certificates. If:
(a) a Clearing Agency Depository Institution elects to discontinue its services as securities depositary with respect to the Preferred Securities and a successor Clearing Agency Depository Institution is not appointed within 90 days after such discontinuance pursuant to Section 9.6;
(b) a Depository Institution ceases to be a clearing agency under the Exchange Act; or
(bc) the Administrative Trustees elect after consultation with the Depositor Sponsor elects in its sole discretion to terminate the book book-entry system through the Clearing Agency Depository Institution with respect to some or all of the Preferred Securities; , then:
(cd) Definitive Preferred Security Certificates shall be prepared by the Administrative Regular Trustees on behalf of the Trust with respect to such Preferred Securities; and
(de) upon surrender of the Global Certificates by the Clearing AgencyDepository Institution, accompanied by registration instructions, the Administrative Regular Trustees shall cause Definitive Preferred Security Certificates to be delivered to Preferred Security Beneficial Owners in accordance with the instructions of the Clearing AgencyDepository Institution. Neither the Trustees nor the Trust shall be liable for any delay in delivery of such instructions and each of them may conclusively rely on and shall be protected in relying on, said instructions of the Clearing AgencyDepository Institution. The Definitive Preferred Security Certificates shall be printed, lithographed or engraved or may be produced in any other manner as is reasonably acceptable to the Administrative Regular Trustees, as evidenced by their execution thereof, and may have such letters, numbers or other marks of identification or designation and such legends or endorsements as the Administrative Regular Trustees may deem appropriate, or as may be required to comply with any law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which Preferred Securities may be listed, or to conform to usage.
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Definitive Preferred Security Certificates. If:
(a) a Clearing Agency notifies the Sponsor and the Trust that it elects to discontinue its services as securities depositary with respect to the Preferred Securities or if at any time such Clearing Agency ceases to be a "clearing agency" registered under the Exchange Act and a successor Clearing Agency is not appointed within 90 days after such discontinuance pursuant to Section 9.69.06; or
(b) the Administrative Regular Trustees elect after consultation with the Depositor Sponsor and the Trust to terminate the book entry system through the Clearing Agency with respect to the Preferred Securities; or
(c) an Event of Default has occurred and is continuing, then:
(ci) Definitive Preferred Security Certificates shall be prepared by the Administrative Regular Trustees on behalf of the Trust with respect to such Preferred Securities; and
(dii) upon Upon surrender of the Global Certificates by the Clearing Agency, accompanied by registration instructions, the Administrative Regular Trustees shall cause Definitive Preferred Security Certificates to be delivered to Preferred Security Beneficial Owners in accordance with the instructions of the Clearing Agency. Neither the Trustees nor the Trust shall be liable for any delay in delivery of such instructions and each of them may conclusively rely on and shall be protected in relying on, said instructions of the Clearing Agency. The Definitive Preferred Security Certificates shall be printed, lithographed or engraved or may be produced in any other manner as is reasonably acceptable to the Administrative Regular Trustees, as evidenced by their execution thereof, and may have such letters, numbers or other marks of identification or designation and such legends or endorsements as the Administrative Regular Trustees may deem appropriate, or as may be required to comply with any law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which Preferred Securities may be listed, or to conform to usage.
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Definitive Preferred Security Certificates. If:
(a) a Clearing Agency elects to discontinue its services as securities depositary with respect to the Preferred Securities and a successor Clearing Agency is not appointed within 90 days after such discontinuance pursuant to Section 9.6; or
(b) the Administrative Regular Trustees elect after consultation with the Depositor Sponsor to terminate the book entry system through the Clearing Agency with respect to the Preferred Securities; , then:
(c) Definitive definitive fully registered Preferred Security Certificates shall be prepared by the Administrative Regular Trustees on behalf of the Trust with respect to such Preferred Securities; and
(d) upon surrender of the Global Certificates Certificate(s) by the Clearing Agency, accompanied by registration instructions, the Administrative Regular Trustees shall cause Definitive definitive fully registered Preferred Security Securities Certificates to be delivered to Preferred Security Beneficial Owners in accordance with the instructions of the Clearing Agency. Neither the Trustees nor the Trust shall be liable for any delay in delivery of such instructions and each of them may conclusively rely on and shall be protected in relying on, said instructions of the Clearing Agency. The Definitive definitive fully registered Preferred Security Certificates shall be printed, lithographed or engraved or may be produced in any other manner as is reasonably acceptable to the Administrative Regular Trustees, as evidenced by their execution thereof, and may have such letters, numbers or other marks of identification or designation and such legends or endorsements as the Administrative Regular Trustees may deem appropriate, or as may be required to comply with any law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which Preferred Securities may be listed, or to conform to usage.
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Definitive Preferred Security Certificates. If:
(a) a Clearing Agency elects to discontinue its services as securities depositary with respect to the Preferred Securities and a successor Clearing Agency is not appointed within 90 days after such discontinuance pursuant to Section 9.6; or
(b) the Administrative Regular Trustees elect after consultation with the Depositor Sponsor to terminate the book entry system through the Clearing Agency with respect to the Preferred Securities; , then:
(c) Definitive Preferred Security Certificates shall be prepared by the Administrative Regular Trustees on behalf of the Trust with respect to such Preferred Securities; and
(d) upon surrender of the Global Certificates Certificate(s) by the Clearing Agency, accompanied by registration instructions, the Administrative Regular Trustees shall cause Definitive Preferred Security Certificates to be delivered to Preferred Security Beneficial Owners in accordance with the instructions of the Clearing Agency. Neither the Trustees nor the Trust shall be liable for any delay in delivery of such instructions and each of them may conclusively rely on and shall be protected in relying on, said instructions of the Clearing Agency. The Definitive Preferred Security Certificates shall be printed, lithographed or engraved or may be produced in any other manner as is reasonably acceptable to the Administrative Regular Trustees, as evidenced by their execution thereof, and may have such letters, numbers or other marks of identification or designation and such legends or endorsements as the Administrative Regular Trustees may deem appropriate, or as may be required to comply with any law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which Preferred Securities may be listed, or to conform to usage.
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Definitive Preferred Security Certificates. If:
(a) a Clearing Agency Depositary elects to discontinue its services as securities depositary with respect to the Preferred Securities and a successor Clearing Agency Depositary is not appointed within 90 days after such discontinuance pursuant to Section 9.6; or
(b) the Administrative Regular Trustees elect after consultation with the Depositor Sponsor to terminate the book entry system through the Clearing Agency Depositary with respect to the Preferred Securities; , then:
(c) Definitive Preferred Security Certificates shall be prepared by the Administrative Regular Trustees on behalf of the Trust with respect to such Preferred Securities; and
(d) upon surrender of the Global Certificates by the Clearing AgencyDepositary, accompanied by registration instructions, the Administrative Regular Trustees shall cause Definitive Preferred Security Certificates to be delivered to Preferred Security Beneficial Owners in accordance with the instructions of the Clearing AgencyDepositary. Neither the Trustees nor the Trust shall be liable for any delay in delivery of such instructions and each of them may conclusively rely on on, and shall be protected in relying on, said instructions of the Clearing AgencyDepositary. The Definitive Preferred Security Certificates shall be printed, lithographed or engraved or may be produced in any other manner as is reasonably acceptable to the Administrative Regular Trustees, as evidenced by their execution thereof, and may have such letters, numbers or other marks of identification or designation and such legends or endorsements as the Administrative Regular Trustees may deem appropriate or as may be required to comply with any law the Trustees may deem appropriate, or as may be required to comply with any law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange national securities exchange, the NASDAQ National Market or other organization on which the Preferred Securities may be listedare listed or admitted for trading, or to conform to usage.
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