Common use of ESTABLISHMENT OF STRIPPED UNITS Clause in Contracts

ESTABLISHMENT OF STRIPPED UNITS. (a) A Holder may separate the Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury Portfolio, as applicable, from the related Purchase Contracts in respect of the Normal Units held by such Holder by substituting for such Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury Portfolio, as the case may be, Treasury Securities that will pay, on the Stock Purchase Date, an amount equal to the aggregate principal amount of such Notes or the appropriate Treasury Consideration or Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio (a "Collateral Substitution"), at any time from and after the date of this Agreement and on or prior to the second Business Day immediately preceding the Stock Purchase Date, by (i) depositing with the Collateral Agent Treasury Securities having an aggregate principal amount equal to the aggregate Stated Amount of such Normal Units, and (ii) transferring the related Normal Units to the Agent accompanied by a notice to the Agent, substantially in the form of Exhibit D hereto, stating that the Holder has transferred the relevant amount of Treasury Securities to the Collateral Agent and requesting that the Agent instruct the Collateral Agent to release the Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, underlying such Normal Units, whereupon the Agent shall promptly give such instruction to the Collateral Agent, substantially in the form of Exhibit C hereto. Notwithstanding the foregoing, a Holder may not separate the Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, from the related Purchase Contracts in respect of the Normal Units held by such Holder during the periods beginning on the fourth Business Day prior to any Remarketing Period and ending on the third business day after the end of such Remarketing Period. Upon receipt of the Treasury Securities described in clause (i) above and the instruction described in clause (ii) above, in accordance with the terms of the Pledge Agreement, the Collateral Agent will release to the Agent, on behalf of the Holder, such Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, from the Pledge, free and clear of the Company's security interest therein, and upon receipt thereof the Agent shall promptly:

Appears in 4 contracts

Samples: Purchase Contract Agreement (Motorola Inc), Purchase Contract Agreement (Motorola Inc), Purchase Contract Agreement (Motorola Inc)

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ESTABLISHMENT OF STRIPPED UNITS. (a) A Holder may separate the Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury Portfolio, as applicable, from the related Purchase Contracts in respect of the Normal Units held by such Holder by substituting for such Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury Portfolio, as the case may be, Treasury Securities that will pay, on the Stock Purchase Date, an amount equal to the aggregate principal amount of such Notes or the appropriate Treasury Consideration or Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio (a "Collateral Substitution"), at any time from and after the date of this Agreement and on or prior to the second Business Day immediately preceding the Stock Purchase Date, by (i) depositing with the Collateral Agent Treasury Securities having an aggregate principal amount equal to the aggregate Stated Amount of such Normal Units, and (ii) transferring the related Normal Units to the Agent accompanied by a notice to the Agent, substantially in the form of Exhibit D hereto, stating that the Holder has transferred the relevant amount of Treasury Securities to the Collateral Agent and requesting that the Agent instruct the Collateral Agent to release the Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, underlying such Normal Units, whereupon the Agent shall promptly give such instruction to the Collateral Agent, substantially in the form of Exhibit C hereto. Notwithstanding the foregoing, a Holder may not separate the Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, from the related Purchase Contracts in respect of the Normal Units held by such Holder during the periods beginning on the fourth Business Day prior to the first day of any Remarketing Period and ending on the third business day after the end of such Remarketing Period. Upon receipt of the Treasury Securities described in clause (i) above and the instruction described in clause (ii) above, in accordance with the terms of the Pledge Agreement, the Collateral Agent will release to the Agent, on behalf of the Holder, such Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, from the Pledge, free and clear of the Company's security interest therein, and upon receipt thereof the Agent shall promptly:

Appears in 3 contracts

Samples: Purchase Contract Agreement (Hawaiian Electric Industries Inc), Purchase Contract Agreement (Ameren Corp), Purchase Contract Agreement (Pinnacle West Capital Corp)

ESTABLISHMENT OF STRIPPED UNITS. (a) A Unless a successful remarketing or a Tax Event Redemption has occurred, a Holder may separate the Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury Portfolio, as applicable, Notes from the related Forward Purchase Contracts in respect of the Normal Equity Units held by such Holder by substituting for such Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury Portfolio, as the case may be, Notes Treasury Securities that will pay, on the Stock Purchase Date, an amount equal to the aggregate principal amount of such Notes or the appropriate Treasury Consideration or Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio (a "Collateral Substitution"), at any time from and after the date of this Agreement and on or prior to the second tenth Business Day immediately preceding the Stock Purchase Date, by (i) depositing with the Collateral Agent Treasury Securities having an aggregate principal amount equal to the aggregate Stated Amount of such Normal Equity Units, and (ii) transferring the related Normal Equity Units to the Agent accompanied by a notice to the Agent, substantially in the form of Exhibit D hereto, stating that the Holder has transferred the relevant amount of Treasury Securities to the Collateral Agent and requesting that the Agent instruct the Collateral Agent to release the Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, Notes underlying such Normal Equity Units, whereupon the Agent shall promptly give such instruction to the Collateral Agent, substantially in the form of Exhibit C hereto. Notwithstanding the foregoing, a Holder may not separate the Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, Notes from the related Forward Purchase Contracts in respect of the Normal Equity Units held by such Holder during the periods beginning on the fourth Business Day prior to any Remarketing Period and ending on the third business day Business Day after the end of such Remarketing Period. Upon receipt of the Treasury Securities described in clause (i) above and the instruction described in clause (ii) above, in accordance with the terms of the Pledge Agreement, the Collateral Agent will release to the Agent, on behalf of the Holder, such Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, Notes from the Pledge, free and clear of the Company's security interest therein, and upon receipt thereof the Agent shall promptly:

Appears in 3 contracts

Samples: Forward Purchase Contract Agreement (Aep Capital Trust Iii), Forward Purchase Contract Agreement (American Electric Power Co Inc), Forward Purchase Contract Agreement (American Electric Power Co Inc)

ESTABLISHMENT OF STRIPPED UNITS. (a) A Holder may separate the Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as applicable, from the related Purchase Contracts in respect of the Normal Units held by such Holder by substituting for such Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as the case may be, Treasury Securities that will pay, on pay at the Stock Purchase Date, Date an amount equal to the aggregate principal amount Stated Amount of such Notes or the appropriate Treasury Consideration or Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio Normal Units (a "Collateral Substitution"), at any time from and after the date of this Agreement and on or prior to the second seventh Business Day immediately preceding the Stock Purchase Date, by (i) depositing with the Collateral Agent Treasury Securities having an aggregate principal amount equal to the aggregate Stated Amount of such Normal Units, and (ii) transferring the related Normal Units to the Agent accompanied by a notice to the Agent, substantially in the form of Exhibit D hereto, stating that the Holder has transferred the relevant amount of Treasury Securities to the Collateral Agent and requesting that the Agent instruct the Collateral Agent to release the Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, underlying such Normal Units, whereupon the Agent shall promptly give such instruction to the Collateral Agent, substantially in the form of Exhibit C hereto. Notwithstanding the foregoing, a Holder may not separate the Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, from the related Purchase Contracts in respect of the Normal Units held by such Holder during the periods period beginning on the fourth Business Day prior to any the first day of the first or second Remarketing Period and ending on the third business day Business Day after the end of such Remarketing Period. Upon receipt of the Treasury Securities described in clause (i) above and the instruction described in clause (ii) above, in accordance with the terms of the Pledge Agreement, the Collateral Agent will release to the Agent, on behalf of the Holder, such Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, from the Pledge, free and clear of the Company's security interest therein, and upon receipt thereof the Agent shall promptly:

Appears in 2 contracts

Samples: Purchase Contract Agreement (Unumprovident Corp), Purchase Contract Agreement (Union Planters Corp)

ESTABLISHMENT OF STRIPPED UNITS. (a) A Holder may separate the Pledged Notes, Capital Securities or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as applicable, from the related Purchase Contracts in respect of the Normal Units held by such Holder by substituting for such Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury Portfolio, as the case may be, Treasury Securities that will pay, on the Stock Purchase Date, an amount equal to the aggregate principal amount of such Notes or the appropriate Treasury Consideration or Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio (a "Collateral Substitution"), at any time from and after the date of this Agreement and on or prior to the second Business Day immediately preceding the Stock Purchase DateDate by substituting for such Pledged Capital Securities or Pledged Treasury Consideration, as the case may be, Treasury Securities that will pay an amount equal to the aggregate Stated Amount of such Normal Units (a "Collateral Substitution"), by (i) depositing with the Collateral Agent Treasury Securities having an aggregate principal amount equal to the aggregate Stated Amount of such Normal Units, and (ii) transferring the related Normal Units to the Agent accompanied by a notice to the Agent, substantially in the form of Exhibit D hereto, stating that the Holder has transferred the relevant amount of Treasury Securities to the Collateral Agent and requesting that the Agent instruct the Collateral Agent to release the Pledged Notes, Capital Securities or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, underlying such Normal Units, whereupon the Agent shall promptly give such instruction to the Collateral Agent, substantially in the form of Exhibit C hereto. Notwithstanding the foregoing, a Holder may not separate the Pledged Notes, Capital Securities or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, from the related Purchase Contracts in respect of the Normal Units held by such Holder during the periods beginning on the fourth second Business Day prior to any the Initial Remarketing Period or any Subsequent Remarketing Period, as the case may be, and ending ending, if there is a Failed Remarketing, on the third business day after second Business Day following the end of such Initial Remarketing Period or any Subsequent Remarketing Period, as the case may be. If the remarketing is successful, the Holder may not substitute Treasury Securities until the Business Day following the Initial Remarketing Date or any Subsequent Remarketing Date, as the case may be. Upon receipt of the Treasury Securities described in clause (i) above and the instruction described in clause (ii) above, in accordance with the terms of the Pledge Agreement, the Collateral Agent will release to the Agent, on behalf of the Holder, such Pledged Notes, Capital Securities or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, from the Pledge, free and clear of the Company's security interest therein, and upon receipt thereof the Agent shall promptly:

Appears in 2 contracts

Samples: Purchase Contract Agreement (Prudential Financial Inc), Purchase Contract Agreement (Prudential Financial Inc)

ESTABLISHMENT OF STRIPPED UNITS. (a) A Holder may separate the Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as applicable, from the related Purchase Contracts in respect of the Normal Units held by such Holder by substituting for such Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as the case may be, Treasury Securities that will pay, on pay at the Stock Purchase Date, Date an amount equal to the aggregate principal amount Stated Amount of such Notes or the appropriate Treasury Consideration or Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio Normal Units (a "Collateral Substitution"), at any time from and after the date of this Agreement and on or prior to the second thirteenth Business Day immediately preceding the Stock Purchase Date, by (i) depositing with the Collateral Agent Treasury Securities having an aggregate principal amount equal to the aggregate Stated Amount of such Normal Units, Units and (ii) transferring the related Normal Units to the Purchase Contract Agent accompanied by a notice to the Purchase Contract Agent, substantially in the form of Exhibit D hereto, with a copy of such of such notice to the Company, stating that the Holder has transferred the relevant amount of Treasury Securities to the Collateral Agent and requesting that the Purchase Contract Agent instruct the Collateral Agent to release the Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, underlying such Normal Units, whereupon the Purchase Contract Agent shall promptly give such instruction to the Collateral Agent, with a copy of such instruction to the Company, substantially in the form of Exhibit C hereto. Notwithstanding the foregoing, a Holder may not separate the Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, from the related Purchase Contracts in respect of the Normal Units held by such Holder during the periods beginning on the fourth Business Day prior to any Remarketing Period and ending on the third business day after the end of such Remarketing Period. Upon receipt of the Treasury Securities described in clause (i) above and the instruction described in clause (ii) above, in accordance with the terms of the Pledge Agreement, the Collateral Agent will release to the Purchase Contract Agent, on behalf of the Holder, such Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, from the Pledge, free and clear of the Company's ’s security interest therein, and upon receipt thereof the Purchase Contract Agent shall promptly:

Appears in 2 contracts

Samples: Purchase Contract Agreement (Lazard Group Finance LLC), Purchase Contract Agreement (Lazard LTD)

ESTABLISHMENT OF STRIPPED UNITS. (a) A Holder may separate the Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the (other than Prepayment Treasury PortfolioConsideration), as applicable, from the related Purchase Contracts in respect of the Normal Units held by such Holder by substituting for such Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as the case may be, Treasury Securities that will pay, on pay at the Stock Share Purchase Date, Date an amount equal to the aggregate principal amount Stated Amount of such Notes or the appropriate Treasury Consideration or Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio Normal Units (a "Collateral Substitution"), at any time from and after the date of this Agreement and on or prior to the second Business Day immediately preceding the Stock Share Purchase Date, by (i) depositing with the Collateral Agent Treasury Securities having an aggregate principal amount equal to the aggregate Stated Amount of such Normal Units, and (ii) transferring the related Normal Units to the Agent accompanied by a notice to the Agent, substantially in the form of Exhibit D hereto, stating that the Holder has transferred the relevant amount of Treasury Securities to the Collateral Agent and requesting that the Agent instruct the Collateral Agent to release the Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, underlying such Normal Units, whereupon the Agent shall promptly give such instruction to the Collateral Agent, substantially in the form of Exhibit C hereto. Notwithstanding the foregoing, a Holder may not separate the Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, from the related Purchase Contracts in respect of the Normal Units held by such Holder during the periods beginning on the fourth Business Day prior to the first day of any Remarketing Period and ending on the third business day Business Day after the end of such Remarketing Period. Upon receipt of the Treasury Securities described in clause (i) above and the instruction described in clause (ii) above, in accordance with the terms of the Pledge Agreement, the Collateral Agent will release to the Agent, on behalf of the Holder, such Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, from the Pledge, free and clear of the Company's security interest therein, and upon receipt thereof the Agent shall promptly:

Appears in 2 contracts

Samples: Purchase Contract Agreement (Platinum Underwriters Holdings LTD), Purchase Contract Agreement (Platinum Underwriters Holdings LTD)

ESTABLISHMENT OF STRIPPED UNITS. (a) A Holder may separate the Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as applicable, from the related Purchase Contracts in respect of the Normal Units held by such Holder by substituting for such Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as the case may be, Treasury Securities that will pay, on pay at the Stock Purchase Date, Date an amount equal to the aggregate principal amount Stated Amount of such Notes or the appropriate Treasury Consideration or Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio Normal Units (a "Collateral Substitution"), at any time from and after the date of this Agreement and on or prior to the second thirteenth Business Day immediately preceding the Stock Purchase Date, by (i) depositing with the Collateral Agent Treasury Securities having an aggregate principal amount equal to the aggregate Stated Amount of such Normal Units, and (ii) transferring the related Normal Units to the Purchase Contract Agent accompanied by a notice to the Purchase Contract Agent, substantially in the form of Exhibit D hereto, with a copy of such notice to the Company, stating that the Holder has transferred the relevant amount of Treasury Securities to the Collateral Agent and requesting that the Purchase Contract Agent instruct the Collateral Agent to release the Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, underlying such Normal Units, whereupon the Purchase Contract Agent shall promptly give such instruction to the Collateral Agent, with a copy of such instruction to the Company, substantially in the form of Exhibit C hereto. Notwithstanding the foregoing, a Holder may not separate the Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, from the related Purchase Contracts in respect of the Normal Units held by such Holder during the periods beginning on the fourth Business Day prior to any Remarketing Period and ending on the third business day after the end of such Remarketing Period. Upon receipt of the Treasury Securities described in clause (i) above and the instruction described in clause (ii) above, in accordance with the terms of the Pledge Agreement, the Collateral Agent will release to the Purchase Contract Agent, on behalf of the Holder, such Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, from the Pledge, free and clear of the Company's security interest therein, and upon receipt thereof the Purchase Contract Agent shall promptly:

Appears in 2 contracts

Samples: Purchase Contract Agreement (Xl Capital LTD), Purchase Contract Agreement (Xl Capital LTD)

ESTABLISHMENT OF STRIPPED UNITS. (a) A Holder may separate the Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury Portfolio, as applicable, from the related Purchase Contracts in respect of the Normal Units held by such Holder by substituting for such Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury Portfolio, as the case may be, Treasury Securities that will pay, on the Stock Purchase Date, an amount equal to the aggregate principal amount of such Notes or the appropriate Treasury Consideration or Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio (a "Collateral Substitution"), at any time from and after the date of this Agreement and on or prior to the second Business Day immediately preceding the Stock Purchase Date, by (i) depositing with the Collateral Agent Treasury Securities having an aggregate principal amount equal to the aggregate Stated Amount of such Normal Units, and (ii) transferring the related Normal Units to the Agent accompanied by a notice to the Agent, substantially in the form of Exhibit D hereto, stating that the Holder has transferred the relevant amount of Treasury Securities to the Collateral Agent and requesting that the Agent instruct the Collateral Agent to release the Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, underlying such Normal Units, whereupon the Agent shall promptly give such instruction to the Collateral Agent, substantially in the form of Exhibit C hereto. Notwithstanding the foregoing, a Holder may not separate the Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, from the related Purchase Contracts in respect of the Normal Units held by such Holder during the periods beginning on the fourth Business Day prior to any Remarketing Period and ending on the third business day Business Day after the end of such Remarketing Period. Upon receipt of the Treasury Securities described in clause (i) above and the instruction described in clause (ii) above, in accordance with the terms of the Pledge Agreement, the Collateral Agent will release to the Agent, on behalf of the Holder, such Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, from the Pledge, free and clear of the Company's security interest therein, and upon receipt thereof the Agent shall promptly:

Appears in 2 contracts

Samples: Purchase Contract Agreement (Northrop Grumman Corp /De/), Purchase Contract Agreement (Northrop Grumman Corp /De/)

ESTABLISHMENT OF STRIPPED UNITS. (a) A Holder may separate the Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as applicable, from the related Purchase Contracts in respect of the Normal Units held by such Holder by substituting for such Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as the case may be, Treasury Securities that will pay, on pay at the Stock Purchase Date, Date an amount equal to the aggregate principal amount Stated Amount of such Notes or the appropriate Treasury Consideration or Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio Normal Units (a "Collateral Substitution"), at any time from and after the date of this Agreement and on or prior to the second seventh Business Day immediately preceding the Stock Purchase Date, by (i) depositing with the Collateral Agent Treasury Securities having an aggregate principal amount equal to the aggregate Stated Amount of such Normal Units, and (ii) transferring the related Normal Units to the Agent accompanied by a notice to the Agent, substantially in the form of Exhibit D hereto, stating that the Holder has transferred the relevant amount of Treasury Securities to the Collateral Agent and requesting that the Agent instruct the Collateral Agent to release the Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, underlying such Normal Units, whereupon the Agent shall promptly give such instruction to the Collateral Agent, substantially in the form of Exhibit C hereto. Notwithstanding the foregoing, a Holder may not separate the Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, from the related Table of Contents Purchase Contracts in respect of the Normal Units held by such Holder during the periods period beginning on the fourth Business Day prior to any the first day of the first or second Remarketing Period and ending on the third business day Business Day after the end of such Remarketing Period. Upon receipt of the Treasury Securities described in clause (i) above and the instruction described in clause (ii) above, in accordance with the terms of the Pledge Agreement, the Collateral Agent will release to the Agent, on behalf of the Holder, such Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, from the Pledge, free and clear of the Company's ’s security interest therein, and upon receipt thereof the Agent shall promptly:

Appears in 1 contract

Samples: Purchase Contract Agreement (Unumprovident Corp)

ESTABLISHMENT OF STRIPPED UNITS. (a) A Holder may separate the Pledged Notes, Debentures or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as applicable, from the related Purchase Contracts in respect of the Normal Units held by such Holder by substituting for such Pledged Notes, Debentures or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as the case may be, Treasury Securities that will pay, on the Stock Purchase Date, pay at maturity an amount equal to the aggregate principal amount Stated Amount of such Notes or the appropriate Treasury Consideration or Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio Normal Units (a "Collateral Substitution"), at any time from and after the date of this Agreement and on or prior to the second Business Day immediately preceding the Stock Purchase Date, by (i) depositing with the Collateral Agent Treasury Securities having an aggregate principal amount equal to the aggregate Stated Amount of such Normal Units, and (ii) transferring the related Normal Units to the Agent accompanied by a notice to the Agent, substantially in the form of Exhibit D hereto, stating that the Holder has transferred the relevant amount of Treasury Securities to the Collateral Agent and requesting that the Agent instruct the Collateral Agent to release the Pledged Notes, Debentures or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, underlying such Normal Units, whereupon the Agent shall promptly give such instruction to the Collateral Agent, substantially in the form of Exhibit C hereto. Notwithstanding the foregoing, a Holder may not separate the Pledged Notes, Debentures or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, from the related Purchase Contracts in respect of the Normal Units held by such Holder during the periods beginning on the fourth Business Day prior to the Remarketing Date or any Subsequent Remarketing Period Date, as the case may be, and ending on the third business day after the end of following such Remarketing Perioddates. Upon receipt of the Treasury Securities described in clause (i) above and the instruction described in clause (ii) above, in accordance with the terms of the Pledge Agreement, the Collateral Agent will release to the Agent, on behalf of the Holder, such Pledged Notes, Debentures or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, from the Pledge, free and clear of the Company's security interest therein, and upon receipt thereof the Agent shall promptly:

Appears in 1 contract

Samples: Purchase Contract Agreement (Anthem Inc)

ESTABLISHMENT OF STRIPPED UNITS. (a) A Holder may separate the Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as applicable, from the related Purchase Contracts in respect of the Normal Units held by such Holder by substituting for such Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as the case may be, Treasury Securities that will pay, on pay at the Stock Purchase Date, Date an amount equal to the aggregate principal amount Stated Amount of such Notes or the appropriate Treasury Consideration or Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio Normal Units (a "Collateral Substitution"), at any time from and after the date of this Agreement and on or prior to the second Business Day immediately preceding the Stock Purchase Date, by (i) depositing with the Collateral Agent Treasury Securities having an aggregate principal amount equal to the aggregate Stated Amount of such Normal Units, and (ii) transferring the related Normal Units to the Agent accompanied by a notice to the Agent, substantially in the form of Exhibit D hereto, stating that the Holder has transferred the relevant amount of Treasury Securities to the Collateral Agent and requesting that the Agent instruct the Collateral Agent to release the Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, underlying such Normal Units, whereupon the Agent shall promptly give such instruction to the Collateral Agent, substantially in the form of Exhibit C hereto. Notwithstanding the foregoing, a Holder may not separate the Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, from the related Purchase Contracts in respect of the Normal Units held by such Holder during the periods beginning on the fourth Business Day prior to the first day of any Remarketing Period and ending on the third business day Business Day after the end of such Remarketing Period. Upon receipt of the Treasury Securities described in clause (i) above and the instruction described in clause (ii) above, in accordance with the terms of the Pledge Agreement, the Collateral Agent will release to the Agent, on behalf of the Holder, such Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, from the Pledge, free and clear of the Company's security interest therein, and upon receipt thereof the Agent shall promptly:

Appears in 1 contract

Samples: Purchase Contract Agreement (Household International Inc)

ESTABLISHMENT OF STRIPPED UNITS. (a) A Holder may separate the Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury Portfolio, as applicable, from the related Purchase Contracts in respect of the Normal Units held by such Holder by substituting for such Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury Portfolio, as the case may be, Treasury Securities that will pay, on the Stock Purchase Date, an amount equal to the aggregate principal amount of such Notes or the appropriate Treasury Consideration or Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio (a "Collateral Substitution"), at any time from and after the date of this Agreement and on or prior to the second Business Day immediately preceding the Stock Purchase Date, by (i) depositing with the Collateral Agent Treasury Securities having an aggregate principal amount equal to the aggregate Stated Amount of such Normal Units, and (ii) transferring the related Normal Units to the Agent accompanied by a notice to the Agent, substantially in the form of Exhibit D hereto, stating that the Holder has transferred the relevant amount of Treasury Securities to the Collateral Agent and requesting that the Agent instruct the Collateral Agent to release the Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, underlying such Normal Units, whereupon the Agent shall promptly give such instruction to the Collateral Agent, substantially in the form of Exhibit C hereto. Notwithstanding the foregoing, a Holder may not separate the Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, from the related Purchase Contracts in respect of the Normal Units held by such Holder during the periods beginning on the fourth Business Day prior to any Remarketing Period and ending on the third business day after the end of such Remarketing Period. Upon receipt of the Treasury Securities described in clause (i) above and the instruction described in clause (ii) above, in accordance with the terms of the Pledge Agreement, the Collateral Agent will release to the Agent, on behalf of the Holder, such Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, from the Pledge, free and clear of the Company's security interest therein, and upon receipt thereof the Agent shall promptly:

Appears in 1 contract

Samples: Purchase Contract Agreement (Ameren Corp)

ESTABLISHMENT OF STRIPPED UNITS. (a) A Holder may separate the Pledged Notes, Debentures or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as applicable, from the related Purchase Contracts in respect of the Normal Units held by such Holder by substituting for such Pledged Notes, Debentures or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as the case may be, Treasury Securities that will pay, on the Stock Purchase Date, pay at maturity an amount equal to the aggregate principal amount Stated Amount of such Notes or the appropriate Treasury Consideration or Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio Normal Units (a "Collateral Substitution"), at any time from and after the date of this Agreement and on or prior to the second fourth Business Day immediately preceding the Stock Purchase Date, by (i) depositing with the Collateral Agent Treasury Securities having an aggregate principal amount equal to the aggregate Stated Amount of such Normal Units, and (ii) transferring the related Normal Units to the Agent accompanied by a notice to the Agent, substantially in the form of Exhibit D hereto, stating that the Holder has transferred the relevant amount of Treasury Securities to the Collateral Agent and requesting that the Agent instruct the Collateral Agent to release the Pledged Notes, Debentures or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, underlying such Normal Units, whereupon the Agent shall promptly give such instruction to the Collateral Agent, substantially in the form of Exhibit C hereto. Notwithstanding the foregoing, a Holder may not separate the Pledged Notes, Debentures or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, from the related Purchase Contracts in respect of the Normal Units held by such Holder during the periods beginning on the fourth Business Day prior to the Remarketing Date or any Subsequent Remarketing Period Date, as the case may be, and ending on the third business day after the end of Business Day following such Remarketing Perioddates. Upon receipt of the Treasury Securities described in clause (i) above and the instruction described in clause (ii) above, in accordance with the terms of the Pledge Agreement, the Collateral Agent will release to the Agent, on behalf of the Holder, such Pledged Notes, Debentures or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, from the Pledge, free and clear of the Company's security interest therein, and upon receipt thereof the Agent shall promptly:

Appears in 1 contract

Samples: Purchase Contract Agreement (Solectron Corp)

ESTABLISHMENT OF STRIPPED UNITS. (a) A Holder may separate the Pledged Notes, Capital Securities or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as applicable, from the related Purchase Contracts in respect of the Normal Units held by such Holder by substituting for such Pledged Notes, Capital Securities or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as the case may be, Treasury Securities that will pay, on the Stock Purchase Date, pay an amount equal to the aggregate principal amount Stated Amount of such Notes or the appropriate Treasury Consideration or Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio Normal Units (a "Collateral Substitution"), at any time from and after the date of this Agreement and on or prior to the second Business Day immediately preceding the Stock Purchase Date, by (ia) depositing with the Collateral Agent Treasury Securities having an aggregate principal amount equal to the aggregate Stated Amount of such Normal Units, and (iib) transferring the related Normal Units to the Agent accompanied by a notice to the Agent, substantially in the form of Exhibit D hereto, stating that the Holder has transferred the relevant amount of Treasury Securities to the Collateral Agent and requesting that the Agent instruct the Collateral Agent to release the Pledged Notes, Capital Securities or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, underlying such Normal Units, whereupon the Agent shall promptly give such instruction to the Collateral Agent, substantially in the form of Exhibit C hereto. Notwithstanding the foregoing, a Holder may not separate the Pledged Notes, Capital Securities or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, from the related Purchase Contracts in respect of the Normal Units held by such Holder during the periods beginning on the fourth Business Day prior to the Remarketing Date or any Subsequent Remarketing Period Date, as the case may be, and ending on the third business day after the end of following such Remarketing Perioddates. Upon receipt of the Treasury Securities described in clause (ia) above and the instruction described in clause (iib) above, in accordance with the terms of the Pledge Agreement, the Collateral Agent will release to the Agent, on behalf of the Holder, such Pledged Notes, Capital Securities or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, from the Pledge, free and clear of the Company's security interest therein, and upon receipt thereof the Agent shall promptly:

Appears in 1 contract

Samples: Purchase Contract Agreement (Metlife Capital Trust I)

ESTABLISHMENT OF STRIPPED UNITS. (a) A Holder may separate the Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as applicable, from the related Purchase Contracts in respect of the Normal Units held by such Holder by substituting for such Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as the case may be, Treasury Securities that will pay, on pay at the Stock Purchase Date, Date an amount equal to the aggregate principal amount Stated Amount of such Notes or the appropriate Treasury Consideration or Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio Normal Units (a "Collateral Substitution"), at any time from and after the date of this Agreement and on or prior to the second thirteenth Business Day immediately preceding the Stock Purchase Date, by (i) depositing with the Collateral Agent Treasury Securities having an aggregate principal amount equal to the aggregate Stated Amount of such Normal Units, and (ii) transferring the related Normal Units to the Agent accompanied by a notice to the Agent, substantially in the form of Exhibit D hereto, stating that the Holder has transferred the relevant amount of Treasury Securities to the Collateral Agent and requesting that the Agent instruct the Collateral Agent to release the Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, underlying such Normal Units, whereupon the Agent shall promptly give such instruction to the Collateral Agent, substantially in the form of Exhibit C hereto. Notwithstanding the foregoing, a Holder may not separate the Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, from the related Purchase Contracts in respect of the Normal Units held by such Holder during the periods beginning on the fourth Business Day prior to any Remarketing Period and ending on the third business day after the end of such Remarketing Period. Upon receipt of the Treasury Securities described in clause (i) above and the instruction described in clause (ii) above, in accordance with the terms of the Pledge Agreement, the Collateral Agent will release to the Agent, on behalf of the Holder, such Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, from the Pledge, free and clear of the Company's security interest therein, and upon receipt thereof the Agent shall promptly:

Appears in 1 contract

Samples: Purchase Contract Agreement (Xl Capital LTD)

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ESTABLISHMENT OF STRIPPED UNITS. (a) A Holder may separate the Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as applicable, from the related Purchase Contracts in respect of the Normal Units held by such Holder by substituting for such Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as the case may be, Treasury Securities that will pay, on the Stock Purchase Date, an amount equal to the aggregate principal amount Stated Amount of such Notes or the appropriate Treasury Consideration or Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio Normal Units (a "Collateral Substitution"), at any time from and after the date of this Agreement and on or prior to the second Business Day immediately preceding the Stock Purchase Date, by (i) depositing with the Collateral Agent Treasury Securities having an aggregate principal amount equal to the aggregate Stated Amount of such Normal Units, and (ii) transferring the related Normal Units to the Agent accompanied by a notice to the Agent, substantially in the form of Exhibit D hereto, stating that the Holder has transferred the relevant amount of Treasury Securities to the Collateral Agent and requesting that the Agent instruct the Collateral Agent to release the Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, underlying such Normal Units, whereupon the Agent shall promptly give such instruction to the Collateral Agent, substantially in the form of Exhibit C hereto. Notwithstanding the foregoing, a Holder may not separate the Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, from the related Purchase Contracts in respect of the Normal Units held by such Holder during the periods beginning on the fourth Business Day prior to any Remarketing Period and ending on the third business day after the end of such Remarketing Period. Upon receipt of the Treasury Securities described in clause (i) above and the instruction described in clause (ii) above, in accordance with the terms of the Pledge Agreement, the Collateral Agent will release to the Agent, on behalf of the Holder, such Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, from the Pledge, free and clear of the Company's security interest therein, and upon receipt thereof the Agent shall promptly:

Appears in 1 contract

Samples: Purchase Contract Agreement (Motorola Inc)

ESTABLISHMENT OF STRIPPED UNITS. (a) A Holder may separate the Pledged Notes, Debentures or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as applicable, from the related Purchase Contracts in respect of the Normal Units held by such Holder by substituting for such Pledged Notes, Debentures or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as the case may be, Treasury Securities that will pay, on the Stock Purchase Date, pay an amount equal to the aggregate principal amount Stated Amount of such Notes or the appropriate Treasury Consideration or Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio Normal Units (a "Collateral Substitution"), at any time from and after the date of this Agreement and on or prior to the second Business Day immediately preceding the Stock Purchase Date, by (i) depositing with the Collateral Agent Treasury Securities having an aggregate principal amount equal to the aggregate Stated Amount of such Normal Units, and (ii) transferring the related Normal Units to the Agent accompanied by a notice to the Agent, substantially in the form of Exhibit D hereto, stating that the Holder has transferred the relevant amount of Treasury Securities to the Collateral Agent and requesting that the Agent instruct the Collateral Agent to release the Pledged Notes, Debentures or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, underlying such Normal Units, whereupon the Agent shall promptly give such instruction to the Collateral Agent, substantially in the form of Exhibit C hereto. Notwithstanding the foregoing, a Holder may not separate the Pledged Notes, Debentures or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, from the related Purchase Contracts in respect of the Normal Units held by such Holder during the periods beginning on the fourth Business Day prior to the Remarketing Date or any Subsequent Remarketing Period Date, as the case may be, and ending on the third business day after the end of following such Remarketing Perioddates. Upon receipt of the Treasury Securities described in clause (i) above and the instruction described in clause (ii) above, in accordance with the terms of the Pledge Agreement, the Collateral Agent will release to the Agent, on behalf of the Holder, such Pledged Notes, Debentures or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, from the Pledge, free and clear of the Company's security interest therein, and upon receipt thereof the Agent shall promptly:

Appears in 1 contract

Samples: Purchase Contract Agreement (Anthem Inc)

ESTABLISHMENT OF STRIPPED UNITS. (a) A Holder may separate the Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as applicable, from the related Purchase Contracts in respect of the Normal Units held by such Holder by substituting for such Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as the case may be, Treasury Securities that will pay, on pay at the Stock Share Purchase Date, Date an amount equal to the aggregate principal amount Stated Amount of such Notes or the appropriate Treasury Consideration or Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio Normal Units (a "Collateral Substitution"), at any time from and after the date of this Agreement and on or prior to the second Business Day immediately preceding the Stock Share Purchase Date, by (i) depositing with the Collateral Agent Treasury Securities having an aggregate principal amount equal to the aggregate Stated Amount of such Normal Units, and (ii) transferring the related Normal Units to the Agent accompanied by a notice to the Agent, substantially in the form of Exhibit D hereto, stating that the Holder has transferred the relevant amount of Treasury Securities to the Collateral Agent and requesting that the Agent instruct the Collateral Agent to release the Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, underlying such Normal Units, whereupon the Agent shall promptly give such instruction to the Collateral Agent, substantially in the form of Exhibit C hereto. Notwithstanding the foregoing, a Holder may not separate the Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, from the related Purchase Contracts in respect of the Normal Units held by such Holder during the periods beginning on the fourth Business Day prior to the first day of any Remarketing Period and ending on the third business day Business Day after the end of such Remarketing Period. Upon receipt of the Treasury Securities described in clause (i) above and the instruction described in clause (ii) above, in accordance with the terms of the Pledge Agreement, the Collateral Agent will release to the Agent, on behalf of the Holder, such Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, from the Pledge, free and clear of the Company's security interest therein, and upon receipt thereof the Agent shall promptly:

Appears in 1 contract

Samples: Purchase Contract Agreement (Platinum Underwriters Holdings LTD)

ESTABLISHMENT OF STRIPPED UNITS. (a) A Holder may separate the Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as applicable, from the related Purchase Contracts in respect of the Normal Units held by such Holder by substituting for such Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as the case may be, Treasury Securities that will pay, on pay at the Stock Purchase Date, Date an amount equal to the aggregate principal amount Stated Amount of such Notes or the appropriate Treasury Consideration or Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio Normal Units (a "Collateral Substitution"), at any time from and after the date of this Agreement and on or prior to the second thirteenth Business Day immediately preceding the Stock Purchase Date, by (i) depositing with the Collateral Agent Treasury Securities having an aggregate principal amount equal to the aggregate Stated Amount of such Normal Units, and (ii) transferring the related Normal Units to the Purchase Contract Agent accompanied by a notice to the Purchase Contract Agent, substantially in the form of Exhibit D hereto, with a copy of such of such notice to the Company, stating that the Holder has transferred the relevant amount of Treasury Securities to the Collateral Agent and requesting that the Purchase Contract Agent instruct the Collateral Agent to release the Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, underlying such Normal Units, whereupon the Purchase Contract Agent shall promptly give such instruction to the Collateral Agent, with a copy of such instruction to the Company, substantially in the form of Exhibit C hereto. Notwithstanding the foregoing, a Holder may not separate the Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, from the related Purchase Contracts in respect of the Normal Units held by such Holder during the periods beginning on the fourth Business Day prior to any Remarketing Period and ending on the third business day after the end of such Remarketing Period. Upon receipt of the Treasury Securities described in clause (i) above and the instruction described in clause (ii) above, in accordance with the terms of the Pledge Agreement, the Collateral Agent will release to the Purchase Contract Agent, on behalf of the Holder, such Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, from the Pledge, free and clear of the Company's security interest therein, and upon receipt thereof the Purchase Contract Agent shall promptly:

Appears in 1 contract

Samples: Purchase Contract Agreement (Xl Capital LTD)

ESTABLISHMENT OF STRIPPED UNITS. (a) A Holder may separate the Pledged Notes, Trust Preferred Securities or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as applicable, from the related Purchase Contracts in respect of the Normal Units held by such Holder by substituting for such Pledged Notes, Trust Preferred Securities or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as the case may be, Treasury Securities that will pay, on the Stock Purchase Date, pay an amount equal to the aggregate principal amount Stated Amount of such Notes or the appropriate Treasury Consideration or Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio Normal Units (a "Collateral Substitution"), at any time from and after the date of this Agreement and on or prior to the second Business Day immediately preceding the Stock Purchase Date, by (ia) depositing with the Collateral Agent Treasury Securities having an aggregate principal amount equal to the aggregate Stated Amount of such Normal Units, and (iib) transferring the related Normal Units to the Purchase Contract Agent accompanied by a notice to the Purchase Contract Agent, substantially in the form of Exhibit D hereto, stating that the Holder has transferred the relevant amount of Treasury Securities to the Collateral Agent and requesting that the Purchase Contract Agent instruct the Collateral Agent to release the Pledged Notes, Trust Preferred Securities or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, underlying such Normal Units, whereupon the Purchase Contract Agent shall promptly give such instruction to the Collateral Agent, substantially in the form of Exhibit C hereto. Notwithstanding the foregoing, a Holder may not separate the Pledged Notes, Trust Preferred Securities or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, from the related Purchase Contracts in respect of the Normal Units held by such Holder during the periods beginning on the fourth Business Day prior to the Remarketing Date or any Subsequent Remarketing Period Date, as the case may be, and ending on the expiration of the third business day after the end of Business Day following such Remarketing Perioddates. Upon receipt of the Treasury Securities described in clause (ia) above and the instruction described in clause (iib) above, in accordance with the terms of the Pledge Agreement, the Collateral Agent will release to the Purchase Contract Agent, on behalf of the Holder, such Pledged Notes, Trust Preferred Securities or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, from the Pledge, free and clear of the Company's security interest therein, and upon receipt thereof the Purchase Contract Agent shall promptly:

Appears in 1 contract

Samples: Purchase Contract Agreement (Raytheon Co/)

ESTABLISHMENT OF STRIPPED UNITS. (a) A Holder may separate the Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as applicable, from the related Purchase Contracts in respect of the Normal Units held by such Holder by substituting for such Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as the case may be, Treasury Securities that will pay, on pay at the Stock Purchase Date, Date an amount equal to the aggregate principal amount Stated Amount of such Notes or the appropriate Treasury Consideration or Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio Normal Units (a "Collateral Substitution"), at any time from and after the date of this Agreement and on or prior to the second thirteenth Business Day immediately preceding the Stock Purchase Date, by (i) depositing with the Collateral Agent Treasury Securities having an aggregate principal amount equal to the aggregate Stated Amount of such Normal Units, and (ii) transferring the related Normal Units to the Purchase Contract Agent accompanied by a notice to the Purchase Contract Agent, substantially in the form of Exhibit D hereto, with a copy of such notice to the Company, stating that the Holder has transferred the relevant amount of Treasury Securities to the Collateral Agent and requesting that the Purchase Contract Agent instruct the Collateral Agent to release the Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, underlying such Normal Units, whereupon the Purchase Contract Agent shall promptly give such instruction to the Collateral Agent, with a copy of such instruction to the Company, substantially in the form of Exhibit C hereto. Notwithstanding the foregoing, a Holder may not separate the Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, from the related Purchase Contracts in respect of the Normal Units held by such Holder during the periods beginning on the fourth Business Day prior to any Remarketing Period and ending on the third business day after the end of such Remarketing Period. Upon receipt of the Treasury Securities described in clause (i) above and the instruction described in clause (ii) above, in accordance with the terms of the Pledge Agreement, the Collateral Agent will release to the Purchase Contract Agent, on behalf of the Holder, such Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, from the Pledge, free and clear of the Company's security interest therein, and upon receipt thereof the Purchase Contract Agent shall promptly:

Appears in 1 contract

Samples: Purchase Contract Agent Purchase Contract Agreement (Xl Capital LTD)

ESTABLISHMENT OF STRIPPED UNITS. (a) A Holder may separate the Pledged Notes, Trust Preferred Securities or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as applicable, from the related Purchase Contracts in respect of the Normal Units held by such Holder by substituting for such Pledged Notes, Trust Preferred Securities or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as the case may be, Treasury Securities that will pay, on the Stock Purchase Date, pay an amount equal to the aggregate principal amount Stated Amount of such Notes or the appropriate Treasury Consideration or Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio Normal Units (a "Collateral Substitution"), at any time from and after the date of this Agreement and on or prior to the second Business Day immediately preceding the Stock Purchase Contract Settlement Date, by (ia) depositing with the Collateral Agent Treasury Securities having an aggregate principal amount equal to the aggregate Stated Amount of such Normal Units, and (iib) transferring the related Normal Units to the Purchase Contract Agent accompanied by a notice to the Purchase Contract Agent, substantially in the form of Exhibit D hereto, stating that the Holder has transferred the relevant amount of Treasury Securities to the Collateral Agent and requesting that the Purchase Contract Agent instruct the Collateral Agent to release the Pledged Notes, Trust Preferred Securities or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, underlying such Normal Units, whereupon the Purchase Contract Agent shall promptly give such instruction to the Collateral Agent, substantially in the form of Exhibit C hereto. Notwithstanding the foregoing, a Holder may not separate the Pledged Notes, Trust Preferred Securities or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, from the related Purchase Contracts in respect of the Normal Units held by such Holder during the periods beginning on the fourth Business Day prior to the Remarketing Date or any Subsequent Remarketing Period Date, as the case may be, and ending on the expiration of the third business day after the end of Business Day following such Remarketing Perioddates. Upon receipt of the Treasury Securities described in clause (ia) above and the instruction described in clause (iib) above, in accordance with the terms of the Pledge Agreement, the Collateral Agent will release to the Purchase Contract Agent, on behalf of the Holder, such Pledged Notes, Trust Preferred Securities or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, from the Pledge, free and clear of the CompanyTECO's security interest therein, and upon receipt thereof the Purchase Contract Agent shall promptly:

Appears in 1 contract

Samples: Purchase Contract Agreement (Teco Energy Inc)

ESTABLISHMENT OF STRIPPED UNITS. (a) A Holder may separate the Pledged Notes, Pledged Preferred Securities or Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as applicable, from the related Purchase Contracts in respect of the Normal Units held by such Holder by substituting for such Pledged Notes, Preferred Securities or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as the case may be, Treasury Securities that will pay, on the Stock Purchase Date, an amount equal to the aggregate principal amount of such Notes or the appropriate Treasury Consideration or Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio set forth below (a "Collateral Substitution"), at any time from and after the date of this Agreement and on or prior to the second Business Day immediately preceding the Stock Purchase Date. To effect a Collateral Substitution, by a Holder should (ia) depositing deposit with the Collateral Agent Treasury Securities having an aggregate principal amount equal to the aggregate Stated Amount of such Normal Units, and (iib) transferring transfer the related Normal Units to the Agent accompanied by a notice to the Agent, substantially in the form of Exhibit D hereto, stating that the Holder has transferred the relevant amount of Treasury Securities to the Collateral Agent and requesting that the Agent instruct the Collateral Agent to release the Pledged Notes, Preferred Securities or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, underlying such Normal Units, whereupon the Agent shall promptly give such instruction to the Collateral Agent, substantially in the form of Exhibit C hereto. Notwithstanding the foregoing, a Holder may not separate the Pledged Notes, Preferred Securities or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, from the related Purchase Contracts in respect of the Normal Units held by such Holder during after the periods beginning on the fourth fifth Business Day prior to before the Remarketing Date or any Subsequent Remarketing Period and ending on the third business day after the end of such Remarketing PeriodDate. Upon receipt of the Treasury Securities described in clause (ia) above and the instruction described in clause (iib) above, in accordance with the terms of the Pledge Agreement, the Collateral Agent will release to the Agent, on behalf of the Holder, such Pledged Notes, Preferred Securities or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, from the Pledge, free and clear of the Company's security interest therein, and upon receipt thereof the Agent shall promptly:

Appears in 1 contract

Samples: Purchase Contract Agreement (Boise Cascade Corp)

ESTABLISHMENT OF STRIPPED UNITS. (a) A Holder may separate the Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as applicable, from the related Purchase Contracts in respect of the Normal Units held by such Holder by substituting for such Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury PortfolioConsideration, as the case may be, Treasury Securities that will pay, on pay at the Stock Purchase Date, Date an amount equal to the aggregate principal amount Stated Amount of such Notes or the appropriate Treasury Consideration or Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio Normal Units (a "Collateral Substitution"), at any time from and after the date of this Agreement and on or prior to the second seventh Business Day immediately preceding the Stock Purchase Date, by (i) depositing with the Collateral Agent Treasury Securities having an aggregate principal amount equal to the aggregate Stated Amount of such Normal Units, and (ii) transferring the related Normal Units to the Agent accompanied by a notice to the Agent, substantially in the form of Exhibit D hereto, stating that the Holder has transferred the relevant amount of Treasury Securities to the Collateral Agent and requesting that the Agent instruct the Collateral Agent to release the Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury PortfolioConsideration, as the case may be, underlying such Normal Units, whereupon the Agent shall promptly give such instruction to the Collateral Agent, substantially in the form of Exhibit C hereto. Certificated Normal Units bearing a Restricted Securities Legend shall, upon separation of the Pledged Notes or Pledged Treasury Consideration, result in the establishment of only certificated Stripped Units bearing such legend and Normal Units in the form of a Global Certificate shall, upon separation of the Pledged Notes or Pledged Treasury Consideration, result in the establishment of only Stripped Units in the form of a Global Certificate. Notwithstanding the foregoing, a Holder may not separate the Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, from the related Purchase Contracts in respect of the Normal Units held by such Holder during the periods period beginning on the fourth Business Day prior to any the first day of the first or second Remarketing Period and ending on the third business day Business Day after the end of such Remarketing Period. Upon receipt of the Treasury Securities described in clause (i) above and the instruction described in clause (ii) above, in accordance with the terms of the Pledge Agreement, the Collateral Agent will release to the Agent, on behalf of the Holder, such Pledged Notes, Notes or Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, from the Pledge, free and clear of the Company's ’s security interest therein, and upon receipt thereof the Agent shall promptly:

Appears in 1 contract

Samples: Purchase Contract Agreement (Unumprovident Corp)

ESTABLISHMENT OF STRIPPED UNITS. (a) A Holder may separate the Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury Portfolio, as applicable, from the related Purchase Contracts in respect of the Normal Units held by such Holder by substituting for such Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest in the Treasury Portfolio, as the case may be, Treasury Securities that will pay, on the Stock Purchase Date, an amount equal to the aggregate principal amount of such Notes or the appropriate Treasury Consideration or Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio (a "Collateral Substitution"), at any time from and after the date of this Agreement and on or prior to the second Business Day immediately preceding the Stock Purchase Date, by (i) depositing with the Collateral Agent Treasury Securities having an aggregate principal amount equal to the aggregate Stated Amount of such Normal Units, and (ii) transferring the related Normal Units to the Agent accompanied by a notice to the Agent, substantially in the form of Exhibit D hereto, stating that the Holder has transferred the relevant amount of Treasury Securities to the Collateral Agent and requesting that the Agent instruct the Collateral Agent to release the Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, underlying such Normal Units, whereupon the Agent shall promptly give such instruction to the Collateral Agent, substantially in the form of Exhibit C hereto. Notwithstanding the foregoing, a Holder may not separate the Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, from the related Purchase Contracts in respect of the Normal Units held by such Holder during the periods beginning on the fourth Business Day prior to the first day of any Remarketing Period and ending on the third business day after the end of such Remarketing Period. Upon receipt of the Treasury Securities described in clause (i) above and the instruction described in clause (ii) above, in accordance with the terms of the Pledge Agreement, the Collateral Agent will release to the Agent, on behalf of the Holder, such Pledged Notes, Pledged Treasury Consideration or Pledged Applicable Ownership Interest of the Treasury Portfolio, as the case may be, from the Pledge, free and clear of the Company's ’s security interest therein, and upon receipt thereof the Agent shall promptly:

Appears in 1 contract

Samples: Purchase Contract Agreement (Ameren Capital Trust Ii)

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