EXCHANGE NOTICE. In the event all of the conditions described in Section 1 are satisfied as of the Determination Date and Shareholder elects to exercise its right to exchange its Exchangeable Subject Shares (as hereinafter defined), Shareholder shall provide written notice thereof (the "Exchange Notice") to APS, which Exchange Notice must be received by APS not later than the date (the "Expiration Date") which is one hundred eighty (180) calendar days after the Determination Date. In the event (i) any of the conditions required for an exchange to be permissible, as described in Section 1 above, fail to be satisfied on or prior to the Determination Date, or (ii) any of the conditions specified in subsections (b), (c) and (d) of Section 1 fail to be satisfied on or prior to the Closing Date, or (iii) APS fails to receive an Exchange Notice from Shareholder on or prior to the Expiration Date; then, in any such case, all of Shareholder's rights under this Agreement shall automatically terminate and be of no further force or effect whatsoever.
EXCHANGE NOTICE. In order to exercise the exchange right provided for under Section 9.1, the exchanging Member shall present and surrender the certificate or certificates representing such Voting Common Interests, Non-Voting Common Interests or Restricted Common Interests, as applicable, and, in the case of an Exchange pursuant to Section 9.1(a) or Section 9.1(c) above, the Class B Shares (in each case, if certificated) during usual business hours at the principal executive offices of the Managing Member, or if any agent for the registration or transfer of Class B Shares is then appointed and acting (the “Transfer Agent”), at the office of the Transfer Agent, accompanied by written notice (the “Exchange Notice”) to the Managing Member and the Transfer Agent stating that the exchanging Member elects to exchange with the Company a stated number of Voting Common Interests, Non-Voting Common Interests or Restricted Common Interests, as applicable, and, in the case of an Exchange pursuant to Section 9.1(a) or Section 9.1(c) above, the Class B Shares represented, if applicable, by such certificate or certificates, to the extent specified in such notice, and (if the Class A Shares or Class C Shares to be received are to be issued other than in the name of the exchanging Member) specifying the name(s) of the Person(s) in whose name or on whose order the Class A Shares or Class C Shares are to be issued. The Member seeking to Exchange shall represent to each of the Company and the Managing Member in the Exchange Notice that such Member owns the Voting Common Interests, Non-Voting Common Interests or Restricted Common Interests, as applicable, to be delivered at such Closing pursuant to Section 9.3, free and clear of all Liens, except as set forth therein, and, if there are any Liens identified in the Exchange Notice, such Member shall covenant that such Member will deliver at the applicable Closing evidence reasonably satisfactory to the Company and the Managing Member, that all such Liens have been released. An Exchange Notice may be revoked or modified at any time prior to consummation of the Exchange in the discretion of the Member seeking to Exchange. The Managing Member may adopt policies and procedures for the administration of Exchanges in addition to those set forth herein, which policies and procedures may include limitations on Members’ ability to Exchange other than in specified periods.
EXCHANGE NOTICE. If you want to exchange this Note into Ordinary Shares of the Guarantor, check the box: To exchange only part of this Note, state the principal amount to be exchanged (provided that the principal amount of this Note not so exchanged is $200,000 or an integral multiple of $1,000 in excess thereof): $ If you want the share certificate, if any, made out in another person’s name, fill in the form below: Signature Guarantee: Note: Signatures must be guaranteed by an “eligible guarantor institution” meeting the requirements of the Registrar, which requirements include membership or participation in the Note Transfer Agent Medallion Program (“STAMP”) or such other “signature guarantee program” as may be determined by the Registrar in addition to, or in substitution for, STAMP, all in accordance with the Exchange Act of 1934, as amended. To: U.S. Bank National Association Corporate Trust Services Global Corporate Trust Services Mailcode: EP-MN-WS3C 00 Xxxxxxxxxx Xxxxxx St. Xxxx, MN 55107-2292 Attention: Xxxx Xxxxxxxx Facsimile: (000) 000-0000 The undersigned registered owner of this Note hereby acknowledges receipt of a notice from Jazz Investments I Limited (the “Issuer” or the “Company”) as to the occurrence of a Fundamental Change with respect to the Issuer and specifying the Fundamental Change Repurchase Date and requests and instructs the Issuer to pay to the registered holder hereof in accordance with the applicable provisions of the Indenture referred to in this Note (1) the entire principal amount of this Note, or the portion thereof (provided that the principal amount of this Note not so repurchased is $200,000 principal amount or an integral multiple of $1,000 in excess thereof) below designated, and (2) if such Fundamental Change Repurchase Date does not fall during the period after a Regular Record Date and on or prior to the corresponding Interest Payment Date, accrued and unpaid interest, if any, thereon to, but excluding, such Fundamental Change Repurchase Date. In the case of Physical Notes, the certificate numbers of the Notes to be repurchased are as set forth below: Dated: Signature(s) Social Security or Other Taxpayer Identification Number Principal amount to be repaid (if less than all): $ ,000 NOTICE: The above signature(s) of the Holder(s) hereof must correspond with the name as written upon the face of the Note in every particular without alteration or enlargement or any change whatever.
EXCHANGE NOTICE. To exchange this Note as provided in the Indenture, check the box: ¨ To exchange only part of this Note, state the principal amount to be exchanged (the principal amount of (i) the part of this Note to be exchanged; and (ii) the part of this Note to be outstanding after such exchange each must be $1,000 or an integral multiple of $1,000): $ . If, in the event the Issuer delivers Sunstone Common Shares and you want the stock certificate made out in another person’s name, fill in the form below:
EXCHANGE NOTICE. To exchange this Note as provided in the Indenture, check the box: o To exchange only part of this Note, state the principal amount to be exchanged (must be $1,000 or an integral multiple of $1,000): $ . If, in the event the Issuer delivers Net Shares and you want the stock certificate made out in another person’s name, fill in the form below: Your Signature: Date: (Sign exactly as your name appears on the other side of this Note)
EXCHANGE NOTICE. Any notice of exchange of shares of Series G Preferred Stock by a Holder pursuant to Section 4(a) shall be in the form attached hereto as ANNEX II.
EXCHANGE NOTICE. Notice of the Exchange (the "Exchange Notice") shall be provided by the Company or the Member Representative as set forth in this Section 3.
(a) The Member Representative shall elect to consummate the Exchange pursuant to Section 2(a) of this Agreement by giving the Company written notice of the election. The notice shall specify the names in which the Holders desire the certificates for their respective Exchange Shares to be issued.
(b) The Company shall elect to consummate the Exchange pursuant to Section 2(b) of this Agreement by giving the Member Representative written notice of the election. Following receipt by the Member Representative of the notice and prior to the closing of the Exchange, the Member Representative will provide notice to the Company specifying the names in which the Holders desire the certificates for their respective Exchange Shares to be issued.
(c) The Company shall provide notice to the Member Representative of a proposed Qualified Public Offering at least 30 days prior to the date the Registration Statement for the Qualified Public Offering is first filed by the Company with the Commission. The notice shall set forth the anticipated effective date of the Registration Statement. Following receipt by the Member Representative of the notice and prior to the closing of the Exchange, the Member Representative will provide notice to the Company specifying the names in which the Holders desire the certificates for their respective Exchange Shares to be issued.
EXCHANGE NOTICE. The Exchange Notice will state (i) if the Exchange Securities are not to be issued in the name of the Holder, the name of the person to whom the certificates representing such Exchange Securities; and (ii) the address to which certificates representing Exchange Securities are to be delivered.
EXCHANGE NOTICE. The Exchange Notice shall be in substantially the following form: EXCHANGE NOTICE The undersigned record holder of Listed Shares of Kindxx Xxxxxx Xxxagement, LLC (the "Company") hereby surrenders for exchange pursuant to Section 2.1 of the Exchange Provisions of the Limited Liability Company Agreement of the Company the Listed Shares represented by the certificates described below. Name of Record Holder: ------------------------------------------------- Title: ----------------------------------------------------------------- Address: --------------------------------------------------------------- --------------------------------------------------------------- --------------------------------------------------------------- Telephone Number: ------------------------------------------------------ Tax Identification or Social Security Number: ------------------------- Certificates Surrendered Certificate Number Number of Listed Shares Represented by Certificate ------------------ -------------------------------------------------- -------------------------------------- -------------------------------------------------- -------------------------------------- -------------------------------------------------- -------------------------------------- -------------------------------------------------- -------------------------------------- -------------------------------------------------- -------------------------------------- -------------------------------------------------- Total Number of Listed Shares -------------------------------------------------- (If you desire to exchange less than all Listed Shares scheduled above, complete the blank below with respect to the number of Listed Shares to be exchanged.)
