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Common use of Denominations, Transfer and Exchange Clause in Contracts

Denominations, Transfer and Exchange. The Series B Securities are issuable only in registered form without coupons in denominations of US$1,000 and any integral multiple thereof. As provided in the Indenture and subject to certain limitations therein set forth, the Series B Securities are exchangeable for a like aggregate principal amount of Series B Securities of a different authorized denomination, as requested by the Holder surrendering the same. If this Series B Security is in certificated form, then as provided in the Indenture and subject to certain limitations therein set forth, the transfer of this Series B Security is registrable on the Security Register of the Company, upon surrender of this Series B Security for registration of transfer at the office or agency of the Company maintained for such purpose in The City of New York or at such other office or agency of the Company as may be maintained for such purpose, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Company and the Security Registrar duly executed by, the Holder hereof or his attorney duly authorized in writing, and thereupon one or more new Series B Securities, of authorized denominations and for the same aggregate principal amount, will be issued to the designated transferee or transferees. If this Series B Security is a Global Security, it is exchangeable for Series B Securities in certificated form if (i) the Depository notifies the Company that it is unwilling or unable to continue as depository or the Depository ceases to be a "clearing agency" registered under the Exchange Act and, in each case, a successor Depository is not appointed by the Company within 90 days of such notice or such cessation, as the case may be, or (ii) there shall have occurred and be continuing an Event of Default with respect to any Securities represented by this Global Security and Holders who hold more than 25% in aggregate principal amount of the Securities at the time outstanding represented by this Global Security advise the Trustee through the Depository in writing that the continuation of book-entry system through the Depository (or a successor thereto) with respect to this Global Security is no longer required and the Security Registrar has received a request from the Depository to issue certificated Securities. In addition, in accordance with the provisions of the Indenture and subject to certain limitations therein set forth, a beneficial owner of a beneficial interest in a Global Security may request a Series B Security in certificated form, in exchange in whole or in part, as the case may be, for such beneficial owner's interest in the Global Security. In any such instance, an owner of a beneficial interest in a Global Security will be entitled to physical delivery in certificated form of Series B Securities in authorized denominations equal in principal amount to such beneficial interest and to have such Series B Securities registered in its name. No service charge shall be made for any registration of transfer or exchange or redemption of Series B Securities, but the Company may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection therewith.

Appears in 1 contract

Samples: Indenture (Paging Network Do Brazil Sa)

Denominations, Transfer and Exchange. The Series B Senior Securities are issuable only in registered form without coupons in denominations of US$$1,000 and any integral multiple thereofthereof (except for Senior Securities issued in global form, which may be of any denomination). This Global Security shall be exchangeable only as provided in this paragraph and as provided in the Indenture. This Global Security may be transferred, in whole but not in part, only to a nominee of DTC, or by a nominee of DTC to DTC, or to a successor to DTC for this Global Security selected or approved by the Company or to a nominee of such successor to DTC. This Global Security shall be exchangeable for Senior Securities registered in the names of Persons other than DTC or its nominee if (x) DTC notifies the Company that it is unwilling or unable to continue as depositary for the Senior Securities or at any time ceases to be a clearing agency registered as such under the Securities Exchange Act of 1934, as amended, and the successor depositary for such series is not appointed by the Company within 90 days after the Company receives notice or becomes aware of such unwillingness, inability or ineligibility, (y) there shall have occurred and be continuing an Event of Default and the beneficial owners representing a majority in principal amount of the Senior Securities represented by this Global Security advise DTC to cease acting as depositary for such Senior Securities, or (z) the Company, in its sole discretion, notifies DTC in writing at any time that all Senior Securities (but not less than all) shall no longer be represented by this Global Security. Senior Securities so issued in exchange for this Global Security shall be of the same series, having the same terms as this Global Security, and in the aggregate have the same principal amount as this Global Security and shall be registered in such names as DTC shall direct. As provided in the Indenture and subject to certain limitations therein set forthforth therein, the Series B Securities are exchangeable for a like aggregate principal amount of Series B Securities of a different authorized denomination, as requested by the Holder surrendering the same. If this Series B every Senior Security is in certificated form, then as provided in the Indenture and subject to certain limitations therein set forth, the transfer of this Series B Security is registrable on the Security Register of the Company, upon surrender of this Series B Security presented or surrendered for registration of transfer at the office or agency of for exchange or redemption shall (if so required by the Company maintained for such purpose in The City of New York or at such other office or agency of the Company as may Security Registrar) be maintained for such purpose, duly endorsed byendorsed, or accompanied by a written instrument of transfer in form satisfactory to the Company and the Security Registrar Registrar, duly executed by, by the Holder hereof thereof or his attorney duly authorized in writing, and thereupon one or more new Series B Senior Securities, of any authorized denominations and for the same of a like aggregate principal amount, and containing identical terms and provisions as such Senior Security, will be issued to the designated transferee or transferees. If this Series B Security is a Global Security, it is exchangeable for Series B Securities in certificated form if (i) the Depository notifies the Company that it is unwilling or unable to continue as depository or the Depository ceases to be a "clearing agency" registered under the Exchange Act and, in each case, a successor Depository is not appointed by the Company within 90 days of such notice or such cessation, as the case may be, or (ii) there shall have occurred and be continuing an Event of Default with respect to any Securities represented by this Global Security and Holders who hold more than 25% in aggregate principal amount of the Securities at the time outstanding represented by this Global Security advise the Trustee through the Depository in writing that the continuation of book-entry system through the Depository (or a successor thereto) with respect to this Global Security is no longer required and the Security Registrar has received a request from the Depository to issue certificated Securities. In addition, in accordance with the provisions of the Indenture and subject to certain limitations therein set forth, a beneficial owner of a beneficial interest in a Global Security may request a Series B Security in certificated form, in exchange in whole or in part, as the case may be, for such beneficial owner's interest in the Global Security. In any such instance, an owner of a beneficial interest in a Global Security will be entitled to physical delivery in certificated form of Series B Securities in authorized denominations equal in principal amount to such beneficial interest and to have such Series B Securities registered in its name. No service charge shall be made for any such registration of transfer or exchange or redemption of Series B Securitiestransfer, but the Company may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection therewith, as provided in and subject to the limitations set forth in the Indenture.

Appears in 1 contract

Samples: Global Security Agreement (Dynex Capital Inc)

Denominations, Transfer and Exchange. (1) The Series B Securities Senior Secured Insured Quarterly Notes are issuable only in registered form without coupons in denominations of US$$1,000 and any integral multiple thereof. As provided in the Senior Indenture and subject to certain limitations therein set forth, the Senior Secured Insured Quarterly Notes of this Series B Securities are exchangeable for a like aggregate principal amount of Series B Securities Senior Secured Insured Quarterly Notes of this series of a different authorized denomination, as requested by the Holder surrendering the same. If this Series B Security is in certificated form, then as . (2) As provided in the Senior Indenture and subject to certain limitations therein set forth, the transfer of this Series B Security Senior Secured Insured Quarterly Note is registrable on in the Security Register of the CompanyRegister, upon surrender of this Series B Security Senior Secured Insured Quarterly Note for registration of transfer at the office or agency of the Company maintained for such purpose in The City any place where the principal of New York or at such other office or agency of the Company as may be maintained for such purpose(and premium, if any) and interest on this Senior Secured Insured Quarterly Note are payable, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Company and the Security Registrar duly executed by, by the Holder hereof or his attorney duly authorized in writing, and thereupon one or more new Series B SecuritiesSenior Secured Insured Quarterly Notes of this series, and of like tenor, of authorized denominations and for the same maturity and aggregate principal amount, will shall be issued to the designated transferee or transferees. If this Series B Security is a Global Security, it is exchangeable for Series B Securities in certificated form if . (i3) the Depository notifies the Company that it is unwilling or unable to continue as depository or the Depository ceases to be a "clearing agency" registered under the Exchange Act and, in each case, a successor Depository is not appointed by the Company within 90 days of such notice or such cessation, as the case may be, or (ii) there shall have occurred and be continuing an Event of Default with respect to any Securities represented by this Global Security and Holders who hold more than 25% in aggregate principal amount of the Securities at the time outstanding represented by this Global Security advise the Trustee through the Depository in writing that the continuation of book-entry system through the Depository (or a successor thereto) with respect to this Global Security is no longer required and the Security Registrar has received a request from the Depository to issue certificated Securities. In addition, in accordance with the provisions of the Indenture and subject to certain limitations therein set forth, a beneficial owner of a beneficial interest in a Global Security may request a Series B Security in certificated form, in exchange in whole or in part, as the case may be, for such beneficial owner's interest in the Global Security. In any such instance, an owner of a beneficial interest in a Global Security will be entitled to physical delivery in certificated form of Series B Securities in authorized denominations equal in principal amount to such beneficial interest and to have such Series B Securities registered in its name. No service charge shall be made for any such registration of transfer or exchange or redemption of Series B Securitiesexchange, but the Company may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection therewith. Prior to due presentment of this Senior Secured Insured Quarterly Note for registration of transfer, the Company, the Senior Trustee and any agent of the Company or the Trustee may treat the Person in whose name this Senior Secured Insured Quarterly Note is registered as the owner hereof for all purposes, whether or not this Senior Secured Insured Quarterly Note be overdue, and neither the Company, the Senior Trustee nor any such agent shall be affected by notice to the contrary.

Appears in 1 contract

Samples: Second Supplemental Indenture (Michigan Consolidated Gas Co /Mi/)

Denominations, Transfer and Exchange. The Series B Securities are issuable only in registered form without coupons in denominations of US$1,000 U.S.$1.00 and any integral multiple thereof. As provided in the Indenture and subject to certain limitations therein set forth, the Series B Securities are exchangeable for a like aggregate principal amount of Series B Securities of a different authorized denomination, as requested by the Holder surrendering the same. If this Series B Security is in certificated form, then as provided in the Indenture and subject to certain limitations therein set forth, the transfer of this Series B Security is registrable on the Security Register of the Company, upon surrender of this Series B Security for registration of transfer at the office or agency of the Company maintained for such purpose in The City of New York or at such other office or agency of the Company as may be maintained for such purpose, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Company and the Security Registrar duly executed by, the Holder hereof or his attorney duly authorized in writing, and thereupon one or more new Series B Securities, of authorized denominations and for the same aggregate principal amount, will be issued to the designated transferee or transferees. If this Series B Security is a Global Security, it is exchangeable for Series B Securities in certificated form if (ia) the Depository notifies the Company that it is unwilling or unable to continue as depository or the Depository ceases to be a "β€œclearing agency" ” registered under the Exchange Act and, in each case, a successor Depository is not appointed by the Company within 90 days of such notice or such cessation, as the case may be, or (iib) there shall have occurred and be continuing an Event of Default with respect to any Securities represented by this the Global Security and Holders who hold more than 25% a majority in aggregate principal amount of the Securities at the time outstanding represented by this the Global Security advise the Trustee through the Depository in writing that the continuation of a book-entry system through the Depository (or a successor thereto) with respect to this the Global Security is no longer required and the Security Registrar has received a request from the Depository to issue certificated Securities. In addition, in accordance with the provisions of the Indenture and subject to certain limitations therein set forth, a beneficial owner of a beneficial interest in a Global Security may request a Series B Security in certificated form, in exchange in whole or in part, as the case may be, for such beneficial owner's interest in the Global Security. In any such instance, an owner of a beneficial interest in a Global Security will shall be entitled to physical delivery in certificated form of Series B Securities in authorized denominations equal in principal amount to such beneficial interest and to have such Series B Securities registered in its name. No service charge shall be made for any registration of transfer or exchange or redemption of Series B Securities, but the Company may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection therewith.

Appears in 1 contract

Samples: Indenture (Net Servicos De Comunicacao S A)

Denominations, Transfer and Exchange. The Series B A Securities are issuable only in registered form without coupons in denominations of US$1,000 and any integral multiple thereof. As provided in the Indenture and subject to certain limitations therein set forth, the Series B A Securities are exchangeable for a like aggregate principal amount of Series B A Securities of a different authorized denomination, as requested by the Holder surrendering the same. If this Series B A Security is in certificated form, then as provided in the Indenture and subject to certain limitations therein set forth, the transfer of this Series B A Security is registrable on the Security Register of the Company, upon surrender of this Series B A Security for registration of transfer at the office or agency of the Company maintained for such purpose in The City of New York or at such other office or agency of the Company as may be maintained for such purpose, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Company and the Security Registrar duly executed by, the Holder hereof or his attorney duly authorized in writing, and thereupon one or more new Series B A Securities, of authorized denominations and for the same aggregate principal amount, will be issued to the designated transferee or transferees. If this Series B A Security is a Restricted Security in certificated form, then as provided in the Indenture and subject to certain limitations therein set forth, the Holder, provided it is a Qualified Institutional Buyer, may exchange this Series A Security for a book-entry security by instructing the Trustee to arrange for such Series A Security to be represented by a beneficial interest in a Global Security in accordance with the customary procedures of the Depository. If this Series A Security is a Global Security, it is exchangeable for Series B A Securities in certificated form if (i) the Depository notifies the Company that it is unwilling or unable to continue as depository or the Depository ceases to be a "clearing agency" registered under the Exchange Act and, in each case, a successor Depository is not appointed by the Company within 90 days of such notice or such cessation, as the -56- case may be, or (ii) there shall have occurred and be continuing an Event of Default with respect to any Securities represented by this the Global Security and Holders who hold more than 25% in aggregate principal amount of the Securities at the time outstanding represented by this the Global Security advise the Trustee through the Depository in writing that the continuation of a book-entry system through the Depository (or a successor thereto) with respect to this the Global Security is no longer required and the Security Registrar has received a request from the Depository to issue certificated Securities. In addition, in accordance with the provisions of the Indenture and subject to certain limitations therein set forth, a beneficial owner of a beneficial interest in a Global Security may request a Series B A Security in certificated form, in exchange in whole or in part, as the case may be, for such beneficial owner's interest in the Global Security. In any such instance, an owner of a beneficial interest in a Global Security will be entitled to physical delivery in certificated form of Series B A Securities in authorized denominations equal in principal amount to such beneficial interest and to have such Series B A Securities registered in its name. No service charge shall be made for any registration of transfer or exchange or redemption of Series B A Securities, but the Company may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection therewith.

Appears in 1 contract

Samples: Indenture (Paging Network Do Brazil Sa)

Denominations, Transfer and Exchange. The Series B Securities are issuable only in registered form without coupons in denominations of US$1,000 U.S.$1.00 and any integral multiple thereof. As provided in the Indenture and subject to certain limitations therein set forth, the Series B Securities are exchangeable for a like aggregate principal amount of Series B Securities of a different authorized denomination, as requested by the Holder surrendering the same. If this Series B Security is in certificated form, then as provided in the Indenture and subject to certain limitations therein set forth, the transfer of this Series B Security is registrable on the Security Register of the Company, upon surrender of this Series B Security for registration of transfer at the office or agency of the Company maintained for such purpose in The City of New York or at such other office or agency of the Company as may be maintained for such purpose, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Company and the Security Registrar duly executed by, the Holder hereof or his attorney duly authorized in writing, and thereupon one or more new Series B Securities, of authorized denominations and for the same aggregate principal amount, will be issued to the designated transferee or transferees. If this Series B Security is a Global Security, it is exchangeable for Series B Securities in certificated form if (ia) the Depository notifies the Company that it is unwilling or unable to continue as depository or the Depository ceases to be a "clearing agency" registered under the Exchange Act and, in each case, a successor Depository is not appointed by the Company within 90 days of such notice or such cessation, as the case may be, or (iib) there shall have occurred and be continuing an Event of Default with respect to any Securities represented by this the Global Security and Holders who hold more than 25% a majority in aggregate principal amount of the Securities at the time outstanding represented by this the Global Security advise the Trustee through the Depository in writing that the continuation of a book-entry system through the Depository (or a successor thereto) with respect to this the Global Security is no longer required and the Security Registrar has received a request from the Depository to issue certificated Securities. In addition, in accordance with the provisions of the Indenture and subject to certain limitations therein set forth, a beneficial owner of a beneficial interest in a Global Security may request a Series B Security in certificated form, in exchange in whole or in part, as the case may be, for such beneficial owner's interest in the Global Security. In any such instance, an owner of a beneficial interest in a Global Security will shall be entitled to physical delivery in certificated form of Series B Securities in authorized denominations equal in principal amount to such beneficial interest and to have such Series B Securities registered in its name. No service charge shall be made for any registration of transfer or exchange or redemption of Series B Securities, but the Company may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection therewith.

Appears in 1 contract

Samples: Indenture (Brazilian Communitary Antennae LTD)