Face of Security. [Insert any legend required by the United States Internal Revenue Code and the regulations thereunder.] [If a Global Security,—insert legend required by Section 204 of the Indenture] [If applicable, insert—UNLESS THIS SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION, TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL IN AS MUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] NO. U.S.$ [CUSIP No. ] BRIDGE BANCORP, INC., a New York corporation (herein called the "Company", which term includes any successor Person under the Indenture hereinafter referred to), for value received, hereby promises to pay to _____________, or registered assigns, the principal sum of _____________ United States Dollars [state other currency] on _____________ [if the Security is to bear interest prior to Maturity, insert (, and to pay interest thereon from _____________, or from the most recent Interest Payment Date to which interest has been paid or duly provided for, semi-annually on _____________ and _____________ in each year, commencing _____________, at the rate of _____________% per annum, until the principal hereof is paid or made available for payment)] [if applicable, insert (, and at the rate of _____________% per annum on any overdue principal and premium and on any overdue installment of interest)]. [If applicable, insert (The amount of interest payable for any period shall be computed on the basis of twelve 30-day months and a 360-day year. The amount of interest payable for any partial period shall be computed on the basis of a 360-day year of twelve 30-day months and the days elapsed in any partial month. In the event that any date on which interest is payable on this Security is not a Business Day, then a payment of the interest payable on such date will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay) with the same force and effect as if made on the date the payment was originally payable. A "Business Day" shall mean, when used with respect to any Place of Payment, each Monday, Tuesday, Wednesday, Thursday and Friday which is not a day on which banking institutions in that Place of Payment are authorized or obligated by law, executive order or regulation to close.)]. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, as provided in such Indenture, be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be the _____________ or _____________ (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Any such interest not so punctually paid or duly provided for shall forthwith cease to be payable to the Holder on such Regular Record Date and may either be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which shall be given to Holders of Securities of this series not less than 10 days prior to such Special Record Date, or be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Securities of this series may be listed or traded, and upon such notice as may be required by such exchange or automated quotation system, all as more fully provided in such Indenture. [If the Security is not to bear interest prior to Maturity, insert (The principal of this Security shall not bear interest except in the case of a default in payment of principal upon acceleration, upon redemption or at Stated Maturity and in such case the overdue principal of this Security shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such default in payment to the date payment of such principal has been made or duly provided for. Interest on any overdue principal shall be payable on demand. Any such interest on any overdue principal that is not so paid on demand shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such demand for payment to the date payment of such interest has been made or duly provided for, and such interest shall also be payable on demand.)] [If a Global Security, insert (Payment of the principal of [(and premium, if any)] and [if applicable, insert—any such] interest on this Security will be made by transfer of immediately available funds to a bank account in _____________ designated by the Holder in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts [state other currency].] [If a Definitive Security, insert (Payment of the principal of [(and premium, if any)] and [if applicable, insert—any such] interest on this Security will be made at the office or agency of the Company maintained for that purpose in _____________, [in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts] [state other currency] [or subject to any laws or regulations applicable thereto and to the right of the Company (as provided in the Indenture) to rescind the designation of any such Paying Agent, at the [main] offices of _____________ in _____________ and _____________ in _____________, or at such other offices or agencies as the Company may designate, by [United States Dollar] [state other currency] check drawn on, or transfer to a [United States Dollar] account maintained by the payee with, a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing at least _____________ days prior to the payment date)] [if applicable, insert (; provided, however, that payment of interest may be made at the option of the Company by [United States Dollar] [state other currency] check mailed to the addresses of the Persons entitled thereto as such addresses shall appear in the Security Register] [or by transfer to a [United States Dollar] [state other currency] account maintained by the payee with a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing by the Record Date prior to the applicable Interest Payment Date)].] Reference is hereby made to the further provisions of this Security set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. Unless the certificate of authentication hereon has been executed by the Trustee referred to on the reverse hereof by manual signature, this Security shall not be entitled to any benefit under the Indenture or be valid or obligatory for any purpose.
Appears in 3 contracts
Samples: Indenture (Bridge Bancorp Inc), Indenture (Bridge Bancorp Inc), Indenture (Bridge Bancorp Inc)
Face of Security. [Insert any legend required by the United States Internal Revenue Code and the regulations thereunder.] [If a Global Security,—insert legend required by Section 204 of the Indenture] [If applicableTom Brown, insert—UNLESS THIS SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANYInc. ........................................................... No.__________ $__________ Tom Brown, A NEW YORK CORPORATION, TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL IN AS MUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] NO. U.S.$ [CUSIP No. ] BRIDGE BANCORP, INC.Inc., a New York corporation duly organized and existing under the lxxx xx Xxlaware (herein called the "Company", which term includes any successor Person under the Indenture hereinafter referred to), for value received, hereby promises to pay to to________________, or registered assigns, the principal sum of ____________________________________________________ United States Dollars [state other currency] on _________________________________________________________ [if the Security is to bear interest prior to Maturity, insert (insert-- , and to pay interest thereon from _____________, ___ or from the most recent Interest Payment Date to which interest has been paid or duly provided for, semi-annually on _______________________ and _____________ in each year, commencing _____________, at the rate of _____________% per annum, until the principal hereof is paid or made available for payment)] [if applicable, insert (provided that any principal and premium, and any such installment of interest, which is overdue shall bear interest at the rate of _____________% per annum on any overdue principal and premium and on any overdue installment (to the extent that the payment of interest)]. [If applicable, insert (The amount of such interest payable for any period shall be computed on legally enforceable), from the basis of twelve 30-day months dates such amounts are due until they are paid or made available for payment, and a 360-day year. The amount of such interest payable for any partial period shall be computed on the basis of a 360-day year of twelve 30-day months and the days elapsed in any partial month. In the event that any date on which interest is payable on this Security is not a Business Day, then a payment of the interest payable on such date will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay) with the same force and effect as if made on the date the payment was originally payable. A "Business Day" shall mean, when used with respect to any Place of Payment, each Monday, Tuesday, Wednesday, Thursday and Friday which is not a day on which banking institutions in that Place of Payment are authorized or obligated by law, executive order or regulation to close.)]demand. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, as provided in such Indenture, be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be the _____________ or _____________ (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Any such interest not so punctually paid or duly provided for shall will forthwith cease to be payable to the Holder on such Regular Record Date and may either be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which whereof shall be given to Holders of Securities of this series not less than 10 days prior to such Special Record Date, or be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Securities of this series may be listed or tradedlisted, and upon such notice as may be required by such exchange or automated quotation systemexchange, all as more fully provided in such said Indenture]. [If the Security is not to bear interest prior to Maturity, insert (-- The principal of this Security shall not bear interest except in the case of a default in payment of principal upon acceleration, upon redemption or at Stated Maturity and in such case the overdue principal of this Security and any overdue premium shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such default in payment annum (to the date extent that the payment of such principal has been interest shall be legally enforceable), from the dates such amounts are due until they are paid or made or duly provided foravailable for payment. Interest on any overdue principal or premium shall be payable on demand. Any such interest on any overdue principal that or premium which is not so paid on demand shall bear interest at the rate of _____________% per annumannum (to the extent that the payment of such interest on interest shall be legally enforceable), which shall accrue from the date of such demand until the amount so demanded is paid or made available for payment to the date payment of such interest has been made or duly provided for, and such payment. Interest on any overdue interest shall also be payable on demand.)] [If a Global Security, insert (Payment of the principal of [(and premium, if any)] ) and [if applicable, insert—any such] interest on this Security will be made by transfer of immediately available funds to a bank account in _____________ designated by the Holder in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts [state other currency].] [If a Definitive Security, insert (Payment of the principal of [(and premium, if any)] and [if applicable, insert—-- any such] interest on this Security will be made at the office or agency of the Company maintained for that purpose in _____________, [in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts] [state other currency] [or subject to any laws or regulations applicable thereto and to the right of the Company (as provided in the Indenture) to rescind the designation of any such Paying Agent, at the [main] offices of _____________ in _____________ and _____________ in _____________, or at such other offices or agencies as the Company may designate, by [United States Dollar] [state other currency] check drawn on, or transfer to a [United States Dollar] account maintained by the payee with, a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing at least _____________ days prior to the payment date)] [if applicable, insert (; ; provided, however, that at the option of the Company payment of interest may be made at the option of the Company by [United States Dollar] [state other currency] check mailed to the addresses address of the Persons Person entitled thereto as such addresses address shall appear in the Security Register] [or by transfer to a [United States Dollar] [state other currency] account maintained by the payee with a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing by the Record Date prior to the applicable Interest Payment Date)].] . Reference is hereby made to the further provisions of this Security set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. Unless the certificate of authentication hereon has been executed by the Trustee referred to on the reverse hereof by manual signature, this Security shall not be entitled to any benefit under the Indenture or be valid or obligatory for any purpose.
Appears in 3 contracts
Samples: Senior Indenture (Brown Tom Inc /De), Senior Indenture (Brown Tom Inc /De), Senior Indenture (Brown Tom Inc /De)
Face of Security. [Insert any legend required by the United States Internal Revenue Code and the regulations thereunder.] [If a Global Security,—insert legend required by Section 204 of the Indenture] [If applicableXxx Xxxxx, insert—UNLESS THIS SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION, TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL IN AS MUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] NO. U.S.$ [CUSIP Inc. ____________________________________________ No. ] BRIDGE BANCORP__________ $____________ Xxx Xxxxx, INC.Inc., a New York corporation duly organized and existing under the laws of Delaware (herein called the "Company", which term includes any successor Person under the Indenture hereinafter referred to), for value received, hereby promises to pay to ________________________________________________________, or registered assigns, the principal sum of _______________________________________ United States Dollars [state other currency] on ___________________________________________________________ [if the Security is to bear interest prior to Maturity, insert (insert-- , and to pay interest thereon from _____________, __ or from the most recent Interest Payment Date to which interest has been paid or duly provided for, semi-annually on _____________ and _____________ in each year, commencing _____________, at the rate of _____________% per annum, until the principal hereof is paid or made available for payment)] [if applicable, insert (provided that any principal and premium, and any such instalment of interest, which is overdue shall bear interest at the rate of _____________...% per annum on any overdue principal and premium and on any overdue installment (to the extent that the payment of interest)]. [If applicable, insert (The amount of such interest payable for any period shall be computed on legally enforceable), from the basis of twelve 30-day months dates such amounts are due until they are paid or made available for payment, and a 360-day year. The amount of such interest payable for any partial period shall be computed on the basis of a 360-day year of twelve 30-day months and the days elapsed in any partial month. In the event that any date on which interest is payable on this Security is not a Business Day, then a payment of the interest payable on such date will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay) with the same force and effect as if made on the date the payment was originally payable. A "Business Day" shall mean, when used with respect to any Place of Payment, each Monday, Tuesday, Wednesday, Thursday and Friday which is not a day on which banking institutions in that Place of Payment are authorized or obligated by law, executive order or regulation to close.)]demand. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, as provided in such Indenture, be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be the _____________ or _____________ (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Any such interest not so punctually paid or duly provided for shall will forthwith cease to be payable to the Holder on such Regular Record Date and may either be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which whereof shall be given to Holders of Securities of this series not less than 10 days prior to such Special Record Date, or be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Securities of this series may be listed or tradedlisted, and upon such notice as may be required by such exchange or automated quotation systemexchange, all as more fully provided in such said Indenture]. [If the Security is not to bear interest prior to Maturity, insert (-- The principal of this Security shall not bear interest except in the case of a default in payment of principal upon acceleration, upon redemption or at Stated Maturity and in such case the overdue principal of this Security and any overdue premium shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such default in payment annum (to the date extent that the payment of such principal has been interest shall be legally enforceable), from the dates such amounts are due until they are paid or made or duly provided foravailable for payment. Interest on any overdue principal or premium shall be payable on demand. Any such interest on any overdue principal that or premium which is not so paid on demand shall bear interest at the rate of _____________% per annumannum (to the extent that the payment of such interest on interest shall be legally enforceable), which shall accrue from the date of such demand until the amount so demanded is paid or made available for payment to the date payment of such interest has been made or duly provided for, and such payment. Interest on any overdue interest shall also be payable on demand.)] [If a Global Security, insert (Payment of the principal of [(and premium, if any)] ) and [if applicable, insert—any such] interest on this Security will be made by transfer of immediately available funds to a bank account in _____________ designated by the Holder in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts [state other currency].] [If a Definitive Security, insert (Payment of the principal of [(and premium, if any)] and [if applicable, insert—-- any such] interest on this Security will be made at the office or agency of the Company maintained for that purpose in _____________, [in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts] [state other currency] [or subject to any laws or regulations applicable thereto and to the right of the Company (as provided in the Indenture) to rescind the designation of any such Paying Agent, at the [main] offices of _____________ in _____________ and _____________ in _____________, or at such other offices or agencies as the Company may designate, by [United States Dollar] [state other currency] check drawn on, or transfer to a [United States Dollar] account maintained by the payee with, a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing at least _____________ days prior to the payment date)] [if applicable, insert (; ; provided, however, that at the option of the Company payment of interest may be made at the option of the Company by [United States Dollar] [state other currency] check mailed to the addresses address of the Persons Person entitled thereto as such addresses address shall appear in the Security Register] [or by transfer to a [United States Dollar] [state other currency] account maintained by the payee with a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing by the Record Date prior to the applicable Interest Payment Date)].] . Reference is hereby made to the further provisions of this Security set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. Unless the certificate of authentication hereon has been executed by the Trustee referred to on the reverse hereof by manual signature, this Security shall not be entitled to any benefit under the Indenture or be valid or obligatory for any purpose.
Appears in 3 contracts
Samples: Subordinated Indenture (Brown Tom Inc /De), Subordinated Indenture (Brown Tom Inc /De), Subordinated Indenture (Brown Tom Inc /De)
Face of Security. [Insert any legend required by the United States Internal Revenue Code and the regulations thereunder.] [If a Global Security,—insert legend required by Section 204 of the Indenture] [If applicable, insert—UNLESS THIS SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION, TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL IN AS MUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] NO. U.S.$ [CUSIP ____________________________ ____________________________ No. ] BRIDGE BANCORP, INC._______ $ ______ SBA Communications Corporation, a New York corporation duly organized and existing under the laws of Florida (herein called the "Company", which term includes any successor Person under the Indenture hereinafter referred to), for value received, hereby promises to pay to _____________, or registered assigns, the principal sum of ___________________ United States Dollars [state other currency] on _________________________ [if the Security is to bear interest prior to Maturity, insert (, -- and to pay interest thereon from _____________, _ or from the most recent Interest Payment Date to which interest has been paid or duly provided for, semi-annually on _____________ and _____________ in each year, commencing _____________, at the rate of _____________% per annum, until the principal hereof is paid or made available for payment)] [if applicable, insert (provided that any principal and premium, and any such installment of interest, which is overdue shall bear interest at the rate of _____________% per annum on any overdue principal and premium and on any overdue installment (to the extent that the payment of interest)]. [If applicable, insert (The amount of such interest payable for any period shall be computed on legally enforceable), from the basis of twelve 30-day months dates such amounts are due until they are paid or made available for payment, and a 360-day year. The amount of such interest payable for any partial period shall be computed on the basis of a 360-day year of twelve 30-day months and the days elapsed in any partial month. In the event that any date on which interest is payable on this Security is not a Business Day, then a payment of the interest payable on such date will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay) with the same force and effect as if made on the date the payment was originally payable. A "Business Day" shall mean, when used with respect to any Place of Payment, each Monday, Tuesday, Wednesday, Thursday and Friday which is not a day on which banking institutions in that Place of Payment are authorized or obligated by law, executive order or regulation to close.)]demand. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, as provided in such Indenture, be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be the _____________ or _____________ (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Any such interest not so punctually paid or duly provided for shall will forthwith cease to be payable to the Holder on such Regular Record Date and may either be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which whereof shall be given to Holders of Securities of this series not less than 10 days prior to such Special Record Date, or be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Securities of this series may be listed or tradedlisted, and upon such notice as may be required by such exchange or automated quotation systemexchange, all as more fully provided in such said Indenture]. [If the Security is not to bear interest prior to Maturity, insert (-- The principal of this Security shall not bear interest except in the case of a default in payment of principal upon acceleration, upon redemption or at Stated Maturity and in such case the overdue principal of this Security and any overdue premium shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such default in payment annum (to the date extent that the payment of such principal has been interest shall be legally enforceable), from the dates such amounts are due until they are paid or made or duly provided foravailable for payment. Interest on any overdue principal or premium shall be payable on demand. Any such interest on any overdue principal that or premium which is not so paid on demand shall bear interest at the rate of _____________% per annumannum (to the extent that the payment of such interest on interest shall be legally enforceable), which shall accrue from the date of such demand until the amount so demanded is paid or made available for payment to the date payment of such interest has been made or duly provided for, and such payment. Interest on any overdue interest shall also be payable on demand.)] [If a Global Security, insert (Payment of the principal of [(and premium, if any)] ) and [if applicable, insert—any such] interest on this Security will be made by transfer of immediately available funds to a bank account in _____________ designated by the Holder in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts [state other currency].] [If a Definitive Security, insert (Payment of the principal of [(and premium, if any)] and [if applicable, insert—any such] interest on this Security will be made at the office or agency of the Company maintained for that purpose in _____________, [in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts] [state other currency] [or subject to any laws or regulations applicable thereto and to the right of the Company (as provided in the Indenture) to rescind the designation of any such Paying Agent, at the [main] offices of _____________ in _____________ and _____________ in _____________, or at such other offices or agencies as the Company may designate, by [United States Dollar] [state other currency] check drawn on, or transfer to a [United States Dollar] account maintained by the payee with, a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing at least _____________ days prior to the payment date)] [if applicable, insert (; ; provided, however, that at the option of the Company payment of interest may be made at the option of the Company by [United States Dollar] [state other currency] check mailed to the addresses address of the Persons Person entitled thereto as such addresses address shall appear in the Security Register] [or by transfer to a [United States Dollar] [state other currency] account maintained by the payee with a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing by the Record Date prior to the applicable Interest Payment Date)].] . Reference is hereby made to the further provisions of this Security set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. Unless the certificate of authentication hereon has been executed by the Trustee referred to on the reverse hereof by manual signature, this Security shall not be entitled to any benefit under the Indenture or be valid or obligatory for any purpose.
Appears in 2 contracts
Samples: Indenture (Sba Communications Corp), Indenture (Sba Communications Corp)
Face of Security. [Insert any legend required by the United States Internal Revenue Code and the regulations thereunder.] [If Platinum Underwriters Finance, Inc. ----------------- No. ______ $ _______ Platinum Underwriters Finance, Inc. a Global Security,—insert legend required by Section 204 corporation duly organized and existing under the laws of the Indenture] [If applicable, insert—UNLESS THIS SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION, TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL IN AS MUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] NO. U.S.$ [CUSIP No. ] BRIDGE BANCORP, INC., a New York corporation State of Delaware (herein called the "CompanyCOMPANY", which term includes any successor Person corporation under the Indenture hereinafter referred to), for value received, hereby promises to pay to _____________, ____________________ or registered assigns, the principal sum of _______________________ United States Dollars [state other currency] on _______________________ _________ [if the Security is to bear interest prior to MaturityIF THE SECURITY IS TO BEAR INTEREST PRIOR TO MATURITY, insert (INSERT --, and to pay interest thereon from _____________, _ or from the most recent Interest Payment Date to which interest has been paid or duly provided for, semi-annually on ________________ and _______________ in each year, commencing _____________, at the rate of _____________% per annum, until the principal hereof is paid or made available for payment)] payment [if applicableIF APPLICABLE INSERT --, insert (provided that any principal and premium, and any such installment of interest, which is overdue shall bear interest at the rate of _____________% per annum (to the extent that the payment of such interest shall be legally enforceable), from the dates such amounts are due until they are paid or made available for payment, and such interest shall be payable on any overdue principal and premium and on any overdue installment of interest)demand]. [If applicable, insert (The amount of interest so payable for any period shall be computed on the basis of twelve 30-day months and a 360-day year. The amount of interest payable for any partial period shall be computed calculated on the basis of a 360-day year of twelve 30-day months and the days elapsed in any partial month. In the event that any date on which interest is payable on this Security is not a Business Day, then a payment of the interest payable on such date will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay) with the same force and effect as if made on the date the payment was originally payable. A "Business Day" shall mean, when used with respect to any Place of Payment, each Monday, Tuesday, Wednesday, Thursday and Friday which is not a day on which banking institutions in that Place of Payment are authorized or obligated by law, executive order or regulation to close.)]months. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, as provided in such -12- Indenture, be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be the _____________ or _____________ (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Any such interest not so punctually paid or duly provided for shall will forthwith cease to be payable to the Holder on such Regular Record Date and may either be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which whereof shall be given to Holders of Securities of this series not less than 10 days prior to such Special Record Date, or be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Securities of this series may be listed or tradedlisted, and upon such notice as may be required by such exchange or automated quotation systemexchange, all as more fully provided in such said Indenture]. [If the Security is not to bear interest prior to MaturityIF THE SECURITY IS NOT TO BEAR INTEREST PRIOR TO MATURITY, insert (INSERT -- The principal of this Security shall not bear interest except in the case of a default in payment of principal upon acceleration, upon redemption or at Stated Maturity and in such case the overdue principal of this Security and any overdue premium shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such default in payment annum (to the date extent that the payment of such principal has been interest shall be legally enforceable), from the dates such amounts are due until they are paid or made or duly provided foravailable for payment. Interest on any overdue principal or premium shall be payable on demand. [Any such interest on any overdue principal that or premium which is not so paid on demand shall bear interest at the rate of _____________% per annumannum (to the extent that the payment of such interest on interest shall be legally enforceable), which shall accrue from the date of such demand until the amount so demanded is paid or made available for payment to the date payment of such interest has been made or duly provided for, and such payment. Interest on any overdue interest shall also be payable on demand.)] [If a Global Security, insert (Payment of the principal of [(and premium, if any)] ) [IF APPLICABLE, INSERT - and [if applicable, insert—any such] such interest on this Security Security] will be made by transfer at the office or agency of immediately available funds to a bank account the Company maintained for that purpose in _____________ designated by the Holder New York, New York, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts [state other currency].] [If a Definitive SecurityIF APPLICABLE, insert (Payment of the principal of [(and premiumINSERT -- ; PROVIDED, if any)] and [if applicableHOWEVER, insert—any such] interest on this Security will be made that at the office or agency option of the Company maintained for that purpose in _____________, [in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts] [state other currency] [or subject to any laws or regulations applicable thereto and to the right of the Company (as provided in the Indenture) to rescind the designation of any such Paying Agent, at the [main] offices of _____________ in _____________ and _____________ in _____________, or at such other offices or agencies as the Company may designate, by [United States Dollar] [state other currency] check drawn on, or transfer to a [United States Dollar] account maintained by the payee with, a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing at least _____________ days prior to the payment date)] [if applicable, insert (; provided, however, that payment of interest may be made at the option of the Company by [United States Dollar] [state other currency] check mailed to the addresses address of the Persons Person entitled thereto as such addresses address shall appear in the Security Register] [or by transfer to a [United States Dollar] [state other currency] account maintained by the payee with a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing by the Record Date prior to the applicable Interest Payment Date)].] . Reference is hereby made to the further provisions of this Security set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. Unless the certificate of authentication hereon has been executed by the Trustee referred to on the reverse hereof by manual signature, this Security shall not be entitled to any benefit under the Indenture or be valid or obligatory for any purpose.
Appears in 2 contracts
Samples: Indenture (Platinum Underwriters Holdings LTD), Indenture (Platinum Underwriters Holdings LTD)
Face of Security. [Insert any legend required by the United States Internal Revenue Code and the regulations thereunder.] [If THE UNION LIGHT, HEAT AND POWER COMPANY _______________________________________ No. ______ $ _____ CUSIP NO. ________ The Union Light, Heat and Power Company, a Global Security,—insert legend required by Section 204 corporation duly organized and existing under the laws of the Indenture] [If applicable, insert—UNLESS THIS SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION, TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL IN AS MUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] NO. U.S.$ [CUSIP No. ] BRIDGE BANCORP, INC., a New York corporation Commonwealth of Kentucky (herein called the "Company", which term includes any successor Person under the Indenture hereinafter referred to), for value received, hereby promises to pay to ______________________________, or registered assigns, the principal sum of _______________________ United States Dollars [state other currency] on ____________________________________ [if the Security is to bear interest prior to Maturity, insert (insert: , and to pay interest thereon from _____________, _ or from the most recent Interest Payment Date to which interest has been paid or duly provided for, semi-annually on _____________ and on ________ and _________ in each year, commencing _____________, at the rate of _____________% per annum, until the principal hereof is paid or made available for payment)] [if applicable, insert (, and at the rate of _____________% per annum on any overdue principal and premium and on any overdue installment of interest)]. [If applicable, insert (The amount of interest payable for any period shall be computed on the basis of twelve 30-day months and a 360-day year. The amount of interest payable for any partial period shall be computed on the basis of a 360-day year of twelve 30-day months and the days elapsed in any partial month. In the event that any date on which interest is payable on this Security is not a Business Day, then a payment of the interest payable on such date will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay) with the same force and effect as if made on the date the payment was originally payable. A "Business Day" shall mean, when used with respect to any Place of Payment, each Monday, Tuesday, Wednesday, Thursday and Friday which is not a day on which banking institutions in that Place of Payment are authorized or obligated by law, executive order or regulation to close.)]. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, as provided in such Indenture, be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be the _____________ or _____________ (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Any such interest not so punctually paid or duly provided for shall will forthwith cease to be payable to the Holder on such Regular Record Date and may either be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which whereof shall be given to Holders of Securities of this series not less than 10 days prior to such Special Record Date, or be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Securities of this series may be listed or tradedlisted, and upon such notice as may be required by such exchange or automated quotation systemexchange, all as more fully provided in such said Indenture]. [If the Security is not to bear interest prior to Maturity, insert (insert: The principal of this Security shall not bear interest except in the case of a default in payment of principal upon acceleration, upon redemption or at Stated Maturity and in such case the overdue principal of this Security and any overdue premium shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such default in payment annum (to the date extent that the payment of such principal has been interest shall be legally enforceable), from the dates such amounts are due until they are paid or made or duly provided foravailable for payment. Interest on any overdue principal or premium shall be payable on demand. Any such interest on any overdue principal that or premium which is not so paid on demand shall bear interest at the rate of _____________% per annumannum (to the extent that the payment of such interest on interest shall be legally enforceable), which shall accrue from the date of such demand until the amount so demanded is paid or made available for payment to the date payment of such interest has been made or duly provided for, and such payment. Interest on any overdue interest shall also be payable on demand.)] [If a Global Security, insert (Payment of the principal of [(and premium, if any)] ) and [if applicable, insert—any such] interest on this Security will be made by transfer of immediately available funds to a bank account in _____________ designated by the Holder in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts [state other currency].] [If a Definitive Security, insert (Payment of the principal of [(and premium, if any)] and [if applicable, insert—: any such] interest on this Security will be made at the office or agency of the Company maintained for that purpose in _____________, [in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts] [state other currency] [or subject to any laws or regulations applicable thereto and to the right of the Company (as provided in the Indenture) to rescind the designation of any such Paying Agent, at the [main] offices of _____________ in _____________ and _____________ in _____________, or at such other offices or agencies as the Company may designate, by [United States Dollar] [state other currency] check drawn on, or transfer to a [United States Dollar] account maintained by the payee with, a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing at least _____________ days prior to the payment date)] debts [if applicable, insert (; insert: ;provided, however, that at the option of the Company payment of interest may be made at the option of the Company by [United States Dollar] [state other currency] check mailed to the addresses address of the Persons Person entitled thereto as such addresses address shall appear in the Security Register] [or by transfer to ]. Any payment on this Security due on any day which is not a [United States Dollar] [state other currency] account maintained by Business Day in the payee City of New York need not be made on such day, but may be made on the next succeeding Business Day with a bank in _____________ (so long the same force and effect as if made on the applicable Paying Agent has received proper transfer instructions in writing by due date and no interest shall accrue for the Record Date prior to the applicable Interest Payment Date)].] period from and after such date. Reference is hereby made to the further provisions of this Security set forth on the reverse hereof, [if subordinated, insert: including, without limitation, provisions subordinating the payment of the principal hereof and any premium and interest hereon to the payment in full of all Senior Debt as defined in the Indenture] which such further provisions shall for all purposes have the same effect as if set forth at this place. Unless the certificate of authentication hereon has been executed by the Trustee referred to on the reverse hereof by manual signature, this Security shall not be entitled to any benefit under the Indenture or be valid or obligatory for any purpose.
Appears in 1 contract
Face of Security. [Insert any legend required by the United States Internal Revenue Code and the regulations thereunder.] [If ___________________________ _____________________________________________________ No. ____ $_________ Providian Financial Corporation, a Global Security,—insert legend required by Section 204 corporation duly organized and existing under the laws of the Indenture] [If applicable, insert—UNLESS THIS SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION, TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL IN AS MUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] NO. U.S.$ [CUSIP No. ] BRIDGE BANCORP, INC., a New York corporation State of Delaware (herein called the "Company", which term includes any successor Person under the Indenture hereinafter referred to), for value received, hereby promises to pay to to_____________, __ or registered assigns, the principal sum of _____________ United States Dollars [state other currency] on _________ Dollars on ___________ [if the Security is to bear interest prior to Maturity, insert (-, and to pay interest thereon from _____________, or from the most recent Interest Payment Date to which interest has been paid or duly provided for, semi-annually on _____________ and _____________ in each year, commencing _____________, at the rate of _____________% per annum, until the principal hereof is paid or made available for payment)] payment [if applicable, insert (-, provided that any principal and premium, and any such installment of interest, which is overdue shall bear interest at the rate of _____________% per annum on any overdue principal and premium and on any overdue installment (to the extent that the payment of interest)]. [If applicable, insert (The amount of such interest payable for any period shall be computed on legally enforceable), from the basis of twelve 30-day months dates such amounts are due until they are paid or made available for payment, and a 360-day year. The amount of such interest payable for any partial period shall be computed on the basis of a 360-day year of twelve 30-day months and the days elapsed in any partial month. In the event that any date on which interest is payable on this Security is not a Business Day, then a payment of the interest payable on such date will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay) with the same force and effect as if made on the date the payment was originally payable. A "Business Day" shall mean, when used with respect to any Place of Payment, each Monday, Tuesday, Wednesday, Thursday and Friday which is not a day on which banking institutions in that Place of Payment are authorized or obligated by law, executive order or regulation to close.)demand]. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, as provided in such Indenture, be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be the _____________ or _____________ (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Any such interest not so punctually paid or duly provided for shall will forthwith cease to be payable to the Holder on such Regular Record Date and may either be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which whereof shall be given to Holders of Securities of this series not less than 10 days prior to such Special Record Date, or be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Securities of this series may be listed or tradedlisted, and upon such notice as may be required by such exchange or automated quotation systemexchange, all as more fully provided in such said Indenture]. [If the Security is not to bear interest prior to Maturity, insert (- The principal of this Security shall not bear interest except in the case of a default in payment of principal upon acceleration, upon redemption or at Stated Maturity and in such case the overdue principal of this Security and any overdue premium shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such default in payment annum (to the date extent that the payment of such principal has been interest shall be legally enforceable), from the dates such amounts are due until they are paid or made or duly provided foravailable for payment. Interest on any overdue principal or premium shall be payable on demand. Any such interest on any overdue principal that is not so paid on demand shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such demand for payment to the date payment of such interest has been made or duly provided for, and such interest shall also be payable on demand.)] [If a Global Security, insert (Payment of the principal of [(and premium, if any)] ) and [if applicable, insert—any such] interest on this Security will be made by transfer of immediately available funds to a bank account in _____________ designated by the Holder in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts [state other currency].] [If a Definitive Security, insert (Payment of the principal of [(and premium, if any)] and [if applicable, insert—- any such] interest on this Security will be made at the office or agency of the Company maintained for that purpose in _____________, [in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts] [state other currency] [or subject to any laws or regulations applicable thereto and to the right of the Company (as provided in the Indenture) to rescind the designation of any such Paying Agent, at the [main] offices of _____________ in _____________ and _____________ in _____________, or at such other offices or agencies as the Company may designate, by [United States Dollar] [state other currency] check drawn on, or transfer to a [United States Dollar] account maintained by the payee with, a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing at least _____________ days prior to the payment date)] debts [if applicable, insert (; -; provided, however, that at the option of the Company payment of interest may be made at the option of the Company by [United States Dollar] [state other currency] check mailed to the addresses address of the Persons Person entitled thereto as such addresses address shall appear in the Security Register] [or by transfer to a [United States Dollar] [state other currency] account maintained by the payee with a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing by the Record Date prior to the applicable Interest Payment Date)].] . Reference is hereby made to the further provisions of this Security set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. Unless the certificate of authentication hereon has been executed by the Trustee referred to on the reverse hereof by manual signature, this Security shall not be entitled to any benefit under the Indenture or be valid or obligatory for any purpose.
Appears in 1 contract
Samples: Indenture (Providian Financial Corp)
Face of Security. [Insert any legend required by the United States Internal Revenue Code and the regulations thereunder.] [If a Global Security,—insert legend required by Section 204 of the Indenture] [If applicable, insert—UNLESS THIS SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE ISSUED WITH ORIGINAL ISSUE DISCOUNT FOR PURPOSES OF SECTION 1271 ET SEQ. OF THE DEPOSITORY TRUST COMPANYINTERNAL REVENUE CODE. A HOLDER MAY OBTAIN THE ISSUE PRICE, AMOUNT OF ORIGINAL ISSUE DISCOUNT, ACCRUAL PERIODS, ORIGINAL ISSUE DATE AND YIELD TO MATURITY FOR SUCH SECURITY BY SUBMITTING A NEW YORK CORPORATION, REQUEST FOR SUCH INFORMATION TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL IN AS MUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] NO. U.S.$ [CUSIP No. ] BRIDGE BANCORP, FOLLOWING ADDRESS: AMC NETWORKS INC., 00 XXXX XXXXX, XXX XXXX, XXX XXXX 00000, ATTENTION: XXXXX X. XXXXXXXXX, ESQ.]* No.____ $_________________ AMC Networks Inc., a New York Delaware corporation (herein called the "“Company", ,” which term includes any successor Person entity under the Indenture hereinafter referred to), for value received, hereby promises to pay to _____________, ____ or registered assigns, assigns the principal sum of _____________ United States Dollars [state other currency] on _____________ [if July 15, 2021, at the Security is office or agency of the Company referred to bear interest prior to Maturity, insert (below, and to pay interest thereon on [ ]**, and semiannually thereafter, on January 15 and July 15 in each year from _____________, the Securities Issue Date or from the most recent Interest Payment Date to which interest has been paid or duly provided for, semi-annually on _____________ and _____________ in each year, commencing _____________, for at the rate of _____________7.75% per annum, annum until the principal hereof is paid or made available for payment)] [if applicable, insert (duly provided for, and (to the extent lawful) to pay on demand interest on any overdue interest at the rate borne by the Securities from the date of _____________the Interest Payment Date on which such overdue interest becomes payable to the date payment of such interest has been made or duly provided for. [The Holder of this Security is entitled to the benefits of the Registration Rights Agreement, dated June 30, 2011 (the “Registration Rights Agreement”), among the Company, the Guarantors named therein and the Initial Purchasers named therein. Subject to the terms of the Registration Rights Agreement, in the event an exchange offer (the “Exchange Offer”) for this Initial Security is not consummated or a registration statement under the Securities Act with respect to resales of this Security (the “Shelf Registration Statement”) is not declared effective by the Commission on or prior to the 400th calendar day following June 30, 2011, in either case, in accordance with the Registration Rights Agreement, the aforesaid interest rate borne by this Security shall be increased by one-quarter of one percent per annum for the first 90 days following June 30, 2011. Such interest rate shall increase by an additional one-quarter of one percent per annum thereafter, up to a maximum aggregate increase of one half of one percent per annum. Subject to the terms of the Registration Rights Agreement, upon consummation of the Exchange Offer or the effectiveness of a Shelf Registration Statement, as the case may be, the interest rate borne by this Security shall be reduced to 7.75% per annum on annum.]*** If any overdue principal and premium and on any overdue installment of interest)]. [If applicable, insert (The amount of interest payable for any period shall be computed on the basis of twelve 30-day months and a 360-day year. The amount of interest payable for any partial period shall be computed on the basis of a 360-day year of twelve 30-day months and the days elapsed in any partial month. In the event that any date on which interest is payable has accrued on this Security is not a Business Day, then a payment of the interest payable on such date will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any period prior to the issuance of this Security, such delay) with interest shall be payable in respect of such period at the same force and effect as if made on rate or rates borne by the date the payment was originally payable. A "Business Day" shall mean, when used with respect Predecessor Security surrendered in exchange for this Security from time to any Place of Payment, each Monday, Tuesday, Wednesday, Thursday and Friday which is not a day on which banking institutions in that Place of Payment are authorized or obligated by law, executive order or regulation to close.)]time during such period. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date willshall, as provided in such Indenture, be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be the _____________ January 1 or _____________ July 1 (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Any such interest not so punctually paid or duly provided for for, and interest on such defaulted interest at the interest rate borne by this Security, to the extent lawful, shall forthwith cease to be payable to the Holder on such Regular Record Date Date, and may either be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which whereof shall be given to Holders of Securities of this series not less than 10 days prior to such Special Record Date, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Securities of this series may be listed or tradedlisted, and upon such notice as may be required by such exchange or automated quotation systemexchange, all as more fully provided in such the Indenture. [If the Security is not to bear interest prior to Maturity, insert (The principal of this Security shall not bear interest except in the case of a default in payment of principal upon acceleration, upon redemption or at Stated Maturity and in such case the overdue principal of this Security shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such default in payment to the date payment of such principal has been made or duly provided for. Interest on any overdue principal shall be payable on demand. Any such interest on any overdue principal that is not so paid on demand shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such demand for payment to the date payment of such interest has been made or duly provided for, and such interest shall also be payable on demand.)] [If a Global Security, insert (Payment of the principal * Include only for Securities issued with original issue discount. ** In the case of [(an Initial Security, insert January 15, 2012. In the case of any Security other than an Initial Security, insert the relevant Initial Interest Payment Date. *** Include only for Initial Securities. In the case of any Additional Securities, briefly describe terms of the applicable registration rights agreement. of and premium, if any)] and [if applicable, insert—any such] interest on this Security will be made by transfer of immediately available funds to a bank account in _____________ designated by the Holder in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts [state other currency].] [If a Definitive Security, insert (Payment of the principal of [(and premium, if any)] and [if applicable, insert—any such] interest on this Security will shall be made at the office or agency of the Company maintained for that purpose in _____________The City of New York, [or at such other office or agency of the Company as may be maintained for such purpose, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts] [state other currency] [or subject to any laws or regulations applicable thereto and to the right of the Company (as provided in the Indenture) to rescind the designation of any such Paying Agent, at the [main] offices of _____________ in _____________ and _____________ in _____________, or at such other offices or agencies as the Company may designate, by [United States Dollar] [state other currency] check drawn on, or transfer to a [United States Dollar] account maintained by the payee with, a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing at least _____________ days prior to the payment date)] [if applicable, insert (; ; provided, however, that payment of interest may be made at the option of the Company by [United States Dollar] [state other currency] check mailed to the addresses address of the Persons Person entitled thereto as such addresses address shall appear in on the Security Register] [or by transfer to . Interest on the Securities shall be computed on the basis of a [United States Dollar] [state other currency] account maintained by the payee with a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing by the Record Date prior to the applicable Interest Payment Date)].] 360-day year of twelve 30-day months. Reference is hereby made to the further provisions of this Security set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. Unless the certificate of authentication hereon has been duly executed by the Trustee referred to on the reverse hereof by manual signature, this Security shall not be entitled to any benefit under the Indenture Indenture, or be valid or obligatory for any purpose.
Appears in 1 contract
Samples: Indenture (AMC Networks Inc.)
Face of Security. [Insert any legend required by the United States Internal Revenue Code and the regulations thereunder.] [If ____________________________________ ____________________________________________________ No. ____ $_________ Providian Financial Corporation, a Global Security,—insert legend required by Section 204 corporation duly organized and existing under the laws of the Indenture] [If applicable, insert—UNLESS THIS SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION, TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL IN AS MUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] NO. U.S.$ [CUSIP No. ] BRIDGE BANCORP, INC., a New York corporation State of Delaware (herein called the "Company", which term includes any successor Person under the Indenture hereinafter referred to), for value received, hereby promises to pay to _____________, or registered assigns, the principal sum of _____________ United States Dollars [state other currency] on _____________ [if the Security is to bear interest prior to Maturity, insert (-, and to pay interest thereon from _____________, or from the most recent Interest Payment Date to which interest has been paid or duly provided for, semi-annually on _____________ and _____________ in each year, commencing _____________, at the rate of _____________% per annum, until the principal hereof is paid or made available for payment)] payment [if applicable, insert (-, provided that any principal and premium, and any such installment of interest, which is overdue shall bear interest at the rate of _____________% per annum on any overdue principal and premium and on any overdue installment (to the extent that the payment of interest)]. [If applicable, insert (The amount of such interest payable for any period shall be computed on legally enforceable), from the basis of twelve 30-day months dates such amounts are due until they are paid or made available for payment, and a 360-day year. The amount of such interest payable for any partial period shall be computed on the basis of a 360-day year of twelve 30-day months and the days elapsed in any partial month. In the event that any date on which interest is payable on this Security is not a Business Day, then a payment of the interest payable on such date will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay) with the same force and effect as if made on the date the payment was originally payable. A "Business Day" shall mean, when used with respect to any Place of Payment, each Monday, Tuesday, Wednesday, Thursday and Friday which is not a day on which banking institutions in that Place of Payment are authorized or obligated by law, executive order or regulation to close.)demand]. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, as provided in such Indenture, be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be the _____________ or _____________ (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Any such interest not so punctually paid or duly provided for shall will forthwith cease to be payable to the Holder on such Regular Record Date and may either be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which whereof shall be given to Holders of Securities of this series not less than 10 days prior to such Special Record Date, or be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Securities of this series may be listed or tradedlisted, and upon such notice as may be required by such exchange or automated quotation systemexchange, all as more fully provided in such said Indenture]. [If the Security is not to bear interest prior to Maturity, insert (- The principal of this Security shall not bear interest except in the case of a default in payment of principal upon acceleration, upon redemption or at Stated Maturity and in such case the overdue principal of this Security and any overdue premium shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such default in payment annum (to the date extent that the payment of such principal has been interest shall be legally enforceable), from the dates such amounts are due until they are paid or made or duly provided foravailable for payment. Interest on any overdue principal or premium shall be payable on demand. Any such interest on any overdue principal that is not so paid on demand shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such demand for payment to the date payment of such interest has been made or duly provided for, and such interest shall also be payable on demand.)] [If a Global Security, insert (Payment of the principal of [(and premium, if any)] ) and [if applicable, insert—any such] interest on this Security will be made by transfer of immediately available funds to a bank account in _____________ designated by the Holder in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts [state other currency].] [If a Definitive Security, insert (Payment of the principal of [(and premium, if any)] and [if applicable, insert—- any such] interest on this Security will be made at the office or agency of the Company maintained for that purpose in _____________, [in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts] [state other currency] [or subject to any laws or regulations applicable thereto and to the right of the Company (as provided in the Indenture) to rescind the designation of any such Paying Agent, at the [main] offices of _____________ in _____________ and _____________ in _____________, or at such other offices or agencies as the Company may designate, by [United States Dollar] [state other currency] check drawn on, or transfer to a [United States Dollar] account maintained by the payee with, a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing at least _____________ days prior to the payment date)] debts [if applicable, insert (; -; provided, however, that at the option of the Company payment of interest may be made at the option of the Company by [United States Dollar] [state other currency] check mailed to the addresses address of the Persons Person entitled thereto as such addresses address shall appear in the Security Register] [or by transfer to a [United States Dollar] [state other currency] account maintained by the payee with a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing by the Record Date prior to the applicable Interest Payment Date)].] . Reference is hereby made to the further provisions of this Security set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. Unless the certificate of authentication hereon has been executed by the Trustee referred to on the reverse hereof by manual signature, this Security shall not be entitled to any benefit under the Indenture or be valid or obligatory for any purpose. In Witness Whereof, the Company has caused this instrument to be duly executed. Dated: By.___________________________________ SECTION 203 Form of Reverse of Security. This Security is one of a duly authorized issue of securities of the Company (herein called the "Securities"), issued and to be issued in one or more series under an Indenture, dated as of _________ (herein called the "Indenture", which term shall have the meaning assigned to it in such instrument), between the Company and __________, as Trustee (herein called the "Trustee", which term includes any successor trustee under the Indenture), and reference is hereby made to the Indenture for a statement of the respective rights, limitations of rights, duties and immunities thereunder of the Company, the Trustee, the holders of Senior Indebtedness, the creditors in respect of Designated Obligations and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof [if applicable, insert -, limited in aggregate principal amount to $_________]. [If applicable, insert - The Securities of this series are subject to redemption upon not less than 30 days' notice by mail, [if applicable, insert - (1) on ________ in any year commencing with the year ___ and ending with the year ____ through operation of the sinking fund for this series at a Redemption Price equal to 100% of the principal amount, and (2)] at any time [if applicable, insert - on or after ______, 19__], as a whole or in part, at the election of the Company, at the following Redemption Prices (expressed as percentages of the principal amount): if redeemed [if applicable, insert - on or before _________, ___%, and if redeemed] during the 12-month period beginning of the years indicated, Year Redemption Price Year Redemption Price ---- ---------------- ---- ---------------- and thereafter at a Redemption Price equal to ____% of the principal amount, together in the case of any such redemption [if applicable, insert - (whether through operation of the sinking fund or otherwise)] with accrued interest to the Redemption Date, but interest installments whose Stated Maturity is on or prior to such Redemption Date will be payable to the Holders of such Securities, or one or more Predecessor Securities, of record at the close of business on the relevant Record Dates referred to on the face hereof, all as provided in the Indenture.] [If applicable, insert - The Securities of this series are subject to redemption upon not less than 30 days' notice by mail, (1) on _______ in any year commencing with the year ___ and ending with the year ___ through operation of the sinking fund for this series at the Redemption Prices for redemption through operation of the sinking fund (expressed as percentages of the principal amount) set forth in the table below, and (2) at any time [if applicable, insert - on or after _________], as a whole or in part, at the election of the Company, at the Redemption Prices for redemption otherwise than through operation of the sinking fund (expressed as percentages of the principal amount) set forth in the table below: if redeemed during the 12-month period beginning ________ of the years indicated,
Appears in 1 contract
Samples: Indenture (Providian Financial Corp)
Face of Security. [Insert any legend required by the United States Internal Revenue Code and the regulations thereunder.] [If a Global Security,—insert legend required by Section 204 of the Indenture] [If applicableFOREST CITY ENTERPRISES, insert—UNLESS THIS SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANYINC. ____% SENIOR NOTES due March __, A NEW YORK CORPORATION, TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & CO2008 No. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL IN AS MUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] NO. U.S.$ [__________ $________ CUSIP No. ] BRIDGE BANCORP_____ Forest City Enterprises, INC.Inc., a New York corporation duly organized and existing under the laws of Ohio (herein called the "Company", which term includes any successor Person under the Indenture hereinafter referred to), for value received, hereby promises to pay to __________________, or registered assigns, the principal sum of _____________ United States Dollars [state other currency] on _____________ [if the Security is to bear interest prior to MaturityDollars on March __, insert (2008, and to pay interest thereon from March _____________, _ or from the most recent Interest Payment Date to which interest has been paid or duly provided for, semi-annually on ___________March __ and ___________September __ in each year, commencing September _____________, 1998, at the rate of _____________% per annum, until the principal hereof is paid or made available for payment)] [if applicable, insert (, and at the rate of _____________% per annum on any overdue principal and premium and on any overdue installment of interest)]. [If applicable, insert (The amount of interest payable for any period shall be computed on the basis of twelve 30-day months and a 360-day year. The amount of interest payable for any partial period shall be computed on the basis of a 360-day year of twelve 30-day months and the days elapsed in any partial month. In the event that any date on which interest is payable on this Security is not a Business Day, then a payment of the interest payable on such date will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay) with the same force and effect as if made on the date the payment was originally payable. A "Business Day" shall mean, when used with respect to any Place of Payment, each Monday, Tuesday, Wednesday, Thursday and Friday which is not a day on which banking institutions in that Place of Payment are authorized or obligated by law, executive order or regulation to close.)]until paid. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, as provided in such Indenture, be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be the ___________March __ or ___________September __ (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Any such interest not so punctually paid or duly provided for shall will forthwith cease to be payable to the Holder on such Regular Record Date and may either be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which whereof shall be given to Holders of Securities of this series not less than 10 days prior to such Special Record Date, or be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Securities of this series may be listed or tradedlisted, and upon such notice as may be required by such exchange or automated quotation systemexchange, all as more fully provided in such said Indenture. [If the Security is not to bear interest prior to Maturity, insert (The principal of Interest on this Security shall not bear interest except in be computed on the case basis of a default in payment 360-day year of principal upon acceleration, upon redemption or at Stated Maturity and in such case the overdue principal of this Security shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such default in payment to the date payment of such principal has been made or duly provided fortwelve 30-day months. Interest on any overdue principal shall be payable on demand. Any such interest on any overdue principal that is not so paid on demand shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such demand for payment to the date payment of such interest has been made or duly provided for, and such interest shall also be payable on demand.)] [If a Global Security, insert (Payment of the principal of [(and premium, if any)] ) and [if applicable, insert—any such] interest on this Security will be made by transfer of immediately available funds to a bank account in _____________ designated by the Holder in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts [state other currency].] [If a Definitive Security, insert (Payment of the principal of [(and premium, if any)] and [if applicable, insert—any such] interest on this Security will be made at the office or agency of the Company maintained for that purpose in _____________the Borough of Manhattan, [The City of New York, New York, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts] [state other currency] [or subject to any laws or regulations applicable thereto and to the right of the Company (as provided in the Indenture) to rescind the designation of any such Paying Agent, at the [main] offices of _____________ in _____________ and _____________ in _____________, or at such other offices or agencies as the Company may designate, by [United States Dollar] [state other currency] check drawn on, or transfer to a [United States Dollar] account maintained by the payee with, a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing at least _____________ days prior to the payment date)] [if applicable, insert (; ; provided, however, that at the option of the Company payment of interest may be made at the option of the Company by [United States Dollar] [state other currency] check mailed to the addresses address of the Persons Person entitled thereto as such addresses address shall appear in the Security Register] [or by transfer to a [United States Dollar] [state other currency] account maintained by the payee with a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing by the Record Date prior to the applicable Interest Payment Date)].] . Reference is hereby made to the further provisions of this Security set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. Unless the certificate of authentication hereon has been executed by the Trustee referred to on the reverse hereof by manual signature, this Security shall not be entitled to any benefit under the Indenture or be valid or obligatory for any purpose.
Appears in 1 contract
Face of Security. [Insert any legend required by the United States Internal Revenue Code and the regulations thereunder.] [If a Global Security,—insert legend required by Section 204 of the Indenture] [If applicable, insert—UNLESS THIS SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION, TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL IN AS MUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] NO. U.S.$ [CUSIP QUANTUM CORPORATION No. ] BRIDGE BANCORP, INC._________ $_____________ Quantum Corporation, a New York corporation duly organized and existing under the laws of Delaware (herein called the "Company", ," which term includes any successor Person under the Indenture hereinafter referred to), for value received, hereby promises to pay to _____________, or registered assigns, the principal sum of _____________ United States Dollars [state other currency] on _____________________________ [if the Security is to bear interest prior to MaturityIF THE SECURITY IS TO BEAR INTEREST PRIOR TO MATURITY, insert (INSERT -- , and to pay interest thereon from _____________, _ or from the most recent Interest Payment Date to which interest has been paid or duly provided for, semi-annually on _____________ and _____________ in each year, commencing _____________., at the rate of _____________% per annum, until the principal hereof is paid or made available for payment)] payment [if applicableIF APPLICABLE, insert (INSERT -- , provided that any principal and premium, and any such instalment of interest, which is overdue shall bear interest at the rate of _____________% per annum on any overdue principal and premium and on any overdue installment (to the extent that the payment of interest)]. [If applicable, insert (The amount of such interest payable for any period shall be computed on legally enforceable), from the basis of twelve 30-day months dates such amounts are due until they are paid or made available for payment, and a 360-day year. The amount of such interest payable for any partial period shall be computed on the basis of a 360-day year of twelve 30-day months and the days elapsed in any partial month. In the event that any date on which interest is payable on this Security is not a Business Day, then a payment of the interest payable on such date will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay) with the same force and effect as if made on the date the payment was originally payable. A "Business Day" shall mean, when used with respect to any Place of Payment, each Monday, Tuesday, Wednesday, Thursday and Friday which is not a day on which banking institutions in that Place of Payment are authorized or obligated by law, executive order or regulation to close.)demand]. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, as provided in such Indenture, be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be the _____________ or _____________ (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Any such interest not so punctually paid or duly provided for shall will forthwith cease to be payable to the Holder on such Regular Record Date and may either be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which whereof shall be given to Holders of Securities of this series not less than 10 days prior to such Special Record Date, or be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Securities of this series may be listed or tradedlisted, and upon such notice as may be required by such exchange or automated quotation systemexchange, all as more fully provided in such said Indenture]. [If the Security is not to bear interest prior to MaturityIF THE SECURITY IS NOT TO BEAR INTEREST PRIOR TO MATURITY, insert (INSERT -- The principal of this Security shall not bear interest except in the case of a default in payment of principal upon acceleration, upon redemption or at Stated Maturity and in such case the overdue principal of this Security and any overdue premium shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such default in payment annum (to the date extent that the payment of such principal has been interest shall be legally enforceable), from the dates such amounts are due until they are paid or made or duly provided foravailable for payment. Interest on any overdue principal or premium shall be payable on demand. [Any such interest on any overdue principal that or premium which is not so paid on demand shall bear interest at the rate of _____________% per annumannum (to the extent that the payment of such interest on interest shall be legally enforceable), which shall accrue from the date of such demand until the amount so demanded is paid or made available for payment to the date payment of such interest has been made or duly provided for, and such payment. Interest on any overdue interest shall also be payable on demand.)]] [If a Global Security, insert (Payment of the principal of [(and premium, if any)] ) and [if applicableIF APPLICABLE, insert—any such] interest on this Security will be made by transfer of immediately available funds to a bank account in _____________ designated by the Holder in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts [state other currency].] [If a Definitive Security, insert (Payment of the principal of [(and premium, if any)] and [if applicable, insert—INSERT -- any such] interest on this Security will be made at the office or agency of the Company maintained for that purpose in _____________, [in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts] debts [state other currency] [or subject to any laws or regulations applicable thereto and to the right of the Company (as provided in the Indenture) to rescind the designation of any such Paying AgentIF APPLICABLE, at the [main] offices of _____________ in _____________ and _____________ in _____________, or at such other offices or agencies as the Company may designate, by [United States Dollar] [state other currency] check drawn on, or transfer to a [United States Dollar] account maintained by the payee with, a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing at least _____________ days prior to the payment date)] [if applicable, insert (; INSERT -- ; provided, however, that at the option of the Company payment of interest may be made at the option of the Company by [United States Dollar] [state other currency] check mailed to the addresses address of the Persons Person entitled thereto as such addresses address shall appear in the Security Register] [or by transfer to a [United States Dollar] [state other currency] account maintained by the payee with a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing by the Record Date prior to the applicable Interest Payment Date)].] . Reference is hereby made to the further provisions of this Security set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. Unless the certificate of authentication hereon has been executed by the Trustee referred to on the reverse hereof by manual signature, this Security shall not be entitled to any benefit under the Indenture or be valid or obligatory for any purpose.
Appears in 1 contract
Samples: Indenture (Quantum Corp /De/)
Face of Security. EVEREST RE GROUP, LTD. [Insert any legend required by the United States Internal Revenue Code and the regulations thereunderTitle of Security] No.] [If a Global Security,—insert legend required by Section 204 of the Indenture] [If applicable______________________ $______________ EVEREST RE GROUP, insert—UNLESS THIS SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION, TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL IN AS MUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] NO. U.S.$ [CUSIP No. ] BRIDGE BANCORP, INCLTD., a New York corporation company organized and existing under the laws of Bermuda (herein hereinafter called the "Company", which term includes any successor Person under the Indenture hereinafter referred to), for value received, hereby promises to pay to _______________, or registered assigns, the principal sum of _____________ United States Dollars [state other currency] on __________ __, ___ [if the Security is a Global Security, then insert, if applicable--, or such other principal amount represented hereby as may be set forth in the records of the Securities Registrar hereinafter referred to bear interest prior in accordance with the Indenture,] [; provided, however, that the Company may shorten the Stated Maturity of the principal of this Security to Maturitya date not earlier than ________ at any time on one or more occasions, insert (, and subject to certain conditions specified in Section 315 of the Indenture. The Company further promises to pay interest thereon (and any Additional Amounts on such interest) on said principal sum from ______, _______, _ or from the most recent Interest Payment Date to which interest has been paid or duly provided for, [quarterly] [semi-annually annually] [if applicable, insert--(subject to deferral as set forth herein)] in arrears on _____________ and _____________ in [insert applicable Interest Payment Dates] of each year, commencing ___________, __, at the rate of _____________% per annum, [if applicable insert--together with Additional Sums, if any, as provided in Section 1006 of the Indenture] until the principal hereof is paid or duly provided for or made available for payment [if applicable, insert--; provided, however, that any overdue principal, premium, Additional Amounts or Additional Sums and any overdue installment of interest shall bear Additional Interest at the rate of % per annum (to the extent that the payment of such interest shall be legally enforceable), compounded [quarterly] [semi-annually], from the dates such amounts are due until they are paid or made available for payment)] [if applicable, insert (, and at the rate of _____________% per annum such interest (including any Additional Interest) and any Additional Amounts with respect thereto shall be payable on any overdue principal and premium and on any overdue installment of interest)demand]. [If applicable, insert (The amount of interest payable for any period shall be computed on the basis of twelve 30-day months and less than a 360-day year. The amount of full interest payable for any partial period shall be computed on the basis of a 360-day year of twelve 30-day months and the actual days elapsed in any a partial monthmonth in such period. In the event that any date on which interest is payable on this Security is not a Business Day, then a payment The amount of the interest payable on such date will for any full interest period shall be made on computed by dividing the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay) with the same force and effect as if made on the date the payment was originally payable. A "Business Day" shall mean, when used with respect to any Place of Payment, each Monday, Tuesday, Wednesday, Thursday and Friday which is not a day on which banking institutions in that Place of Payment are authorized or obligated applicable rate per annum by law, executive order or regulation to close.)[four/two]. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, as provided in such the Indenture, be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interestinterest installment [if applicable insert--, which shall be the _[____________ or _____________ ] (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date]. Any such interest not so punctually paid or duly provided for shall forthwith cease to be payable to the Holder on such Regular Record Date and may either be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which whereof shall be given to Holders of Securities of this series not less than 10 days prior to such Special Record Date, or be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Securities of this series may be listed or tradedlisted, and upon such notice as may be required by such exchange or automated quotation systemexchange, all as more fully provided in such said Indenture. [If applicable, insert--So long as no Event of Default has occurred and is continuing, the Company shall have the right, at any time during the term of this Security, from time to time to defer the payment of interest on this Security is not and any Additional Amounts with respect thereto for up to bear consecutive [quarterly] [semi-annual] interest prior payment periods with respect to Maturityeach deferral period (each an "Extension Period") [If applicable, insert (The insert--, during which Extension Periods the Company shall have the right to make partial payments of interest and any Additional Amounts with respect thereto on any Interest Payment Date, and] at the end of which the Company shall pay all interest then accrued and unpaid including any Additional Interest and any Additional Amounts, as provided below; provided, however, that no Extension Period shall extend beyond the Stated Maturity of the principal of this Security [If Stated Maturity can be shortened or extended, insert--, as then in effect,] and no such Extension Period may end on a date other than an Interest Payment Date; and provided, further, that during any such Extension Period, the Company shall not bear interest except in (i) declare or pay any dividends or distributions on, or redeem, purchase, acquire or make a liquidation payment with respect to, any of the case of a default in Company's capital stock, or (ii) make any payment of principal upon accelerationof or interest or premium, upon if any, on, or any Additional Amounts with respect to, or repay, repurchase or redeem any debt securities of the Company that rank pari passu in all respects with or junior in interest to this Security (other than (a) repurchases, redemptions or other acquisitions of shares of capital stock of the Company in connection with any employment contract, benefit plan or other similar arrangement with or for the benefit of any one or more employees, officers, directors or consultants, in connection with a dividend reinvestment or stockholder stock purchase plan or in connection with the issuance of capital stock of the Company (or securities convertible into or exercisable for such capital stock) as consideration in an acquisition transaction entered into prior to the applicable Extension Period, (b) as a result of an exchange or conversion of any class or series of the Company's capital stock (or any capital stock of a Subsidiary of the Company) for any class or series of the Company's capital stock or of any class or series of the Company's indebtedness for any class or series of the Company's capital stock, (c) the purchase of fractional interests in shares of the Company's capital stock pursuant to the conversion or exchange provisions of such capital stock or the security being converted or exchanged, (d) any declaration of a dividend in connection with any Rights Plan, or the issuance of rights, stock or other property under any Rights Plan, or the redemption or at repurchase of rights pursuant thereto, or (e) any dividend in the form of stock, warrants, options or other rights where the dividend stock or the stock issuable upon exercise of such warrants, options or other rights is the same stock as that on which the dividend is being paid or ranks pari passu with or junior to such stock). Prior to the termination of any such Extension Period, the Company may further defer the payment of interest; provided, however, that no Extension Period shall exceed __ consecutive [quarterly] [semi-annual] interest payment periods, extend beyond the Stated Maturity and in such case of the overdue principal of this Security or end on a date other than an Interest Payment Date. Upon the termination of any such Extension Period and upon the payment of all accrued and unpaid interest and any Additional Interest then due on and any Additional Amounts with respect thereto any Interest Payment Date, the Company may elect to begin a new Extension Period, subject to the above conditions. No interest shall be due and payable during an Extension Period, except at the end thereof, but each installment of interest that would otherwise have been due and payable during such Extension shall bear Additional Interest (to the extent that the payment of such interest shall be legally enforceable) at the rate of _____________% per annum, which shall accrue compounded [monthly] [quarterly] [semi-annually] and calculated as set forth in the first paragraph of this Security, from the date dates on which amounts would otherwise have been due and payable until paid or made available for payment. The Company shall give the Holder of such default in payment this Security and the Trustee notice of its election to begin any Extension Period at least one Business Day prior to the date payment of such principal has been made or duly provided for. next succeeding Interest Payment Date on any overdue principal shall which interest on this Security would be payable on demand. Any but for such interest on any overdue principal that is not so paid on demand shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such demand for payment to the date payment of such interest has been made or duly provided for, and such interest shall also be payable on demand.)] [If a Global Security, insert (Payment of the principal of [(and premium, if any)] and deferral [if applicable, insert—--or so long as such Securities are held by [insert name of applicable Issuer Trust], at least one Business Day prior to the earlier of (i) the next succeeding date on which Distributions on the Preferred Securities of such Issuer Trust would be payable but for such deferral, and (ii) the date on which the Administrative Trustee of such Issuer Trust is required to give notice to holders of such Preferred Securities of the record date or the date such Distributions are payable]. Payment of the principal of, any such] premium and interest on and Additional Amounts with respect to this Security will be made by transfer at the office or agency of immediately available funds to a bank account in _____________ designated by the Holder Company maintained for that purpose at the Place of Payment, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts [state other currency].] [If a Definitive Security, insert (Payment of the principal of [(and premium, if any)] and [if applicable, insert—any such] interest on this Security will be made at the office or agency of the Company maintained for that purpose in _____________, [in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts] [state other currency] [or subject to any laws or regulations applicable thereto and to the right of the Company (as provided in the Indenture) to rescind the designation of any such Paying Agent, at the [main] offices of _____________ in _____________ and _____________ in _____________, or at such other offices or agencies as the Company may designate, by [United States Dollar] [state other currency] check drawn on, or transfer to a [United States Dollar] account maintained by the payee with, a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing at least _____________ days prior to the payment date)] [if applicable, insert (; insert--; provided, however, that payment of interest may be made at the option of the Company payment of any premium and interest on and any Additional Amounts with respect to this Security may be made (i) by [United States Dollar] [state other currency] check mailed to the addresses address of the Persons Person entitled thereto as such addresses address shall appear in the Security Securities Register] [, or (ii) by wire transfer in immediately available funds at such place and to such account at a [banking institution in the United States Dollar] [state other currency] account maintained as may be designated by the payee with a bank Person entitled thereto as specified in _____________ (so long as the applicable Securities Register; provided that the Paying Agent has shall have received proper satisfactory wire transfer instructions in writing by the Record Date at least 16 days prior to the applicable Interest Payment Date)payment date].] . The indebtedness evidenced by this Security is, to the extent provided in the Indenture, subordinate and junior in right of payment to the prior payment in full of all Senior Indebtedness, and this Security is issued subject to the provisions of the Indenture with respect thereto. Each Holder of this Security, by accepting the same, (a) agrees to and shall be bound by such provisions, (b) authorizes and directs the Trustee on his or her behalf to take such actions as may be necessary or appropriate to effectuate the subordination so provided, and (c) appoints the Trustee his or her attorney-in-fact for any and all such purposes. Each Holder hereof, by his or her acceptance hereof, waives all notice of the acceptance of the subordination provisions contained herein and in the Indenture by each holder of Senior Indebtedness, whether now outstanding or hereafter incurred, and waives reliance by each such holder upon said provisions. Reference is hereby made to the further provisions of this Security set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. Unless the certificate of authentication hereon has been executed by the Trustee referred to on the reverse hereof by manual signature, this Security shall not be entitled to any benefit under the Indenture or be valid or obligatory for any purpose.
Appears in 1 contract
Samples: Junior Subordinated Indenture (Everest Re Group LTD)
Face of Security. [Insert any legend required by the United States Internal Revenue Code of 1986, as amended, and the regulations thereunder.] [If EQUITABLE RESOURCES, INC. No. $ ------------- ------------ Equitable Resources, Inc., a Global Security,—insert legend required by Section 204 corporation duly organized and existing under the laws of the Indenture] [If applicable, insert—UNLESS THIS SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION, TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL IN AS MUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] NO. U.S.$ [CUSIP No. ] BRIDGE BANCORP, INC., a New York corporation Commonwealth of Pennsylvania (herein called the "Company", which -11- term includes any successor Person under the Indenture hereinafter referred to), for value received, hereby promises to pay to _________________, or registered assigns, the principal sum of _____________________________________ United States Dollars [state other currency] on _____________ _________[if the Security is to bear interest prior to the Maturity, insert (insert--, and to pay interest thereon from _____________, ____or from the most recent Interest Payment Date to which interest has been paid or duly provided for, semi-annually on _______________ and _____________ ___________in each year, commencing _____________, _at the rate of of______________ % per annum, until the principal hereof is paid or made available for payment)] payment [if applicable, insert (--, and (to the extent that the payment of such interest shall be legally enforceable) at the rate of _____________% per annum on any overdue principal and premium and on any overdue installment of interest)]. [If applicable, insert (The amount of interest payable for any period shall be computed on the basis of twelve 30-day months and a 360-day year. The amount of interest payable for any partial period shall be computed on the basis of a 360-day year of twelve 30-day months and the days elapsed in any partial month. In the event that any date on which interest is payable on this Security is not a Business Day, then a payment of the interest payable on such date will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay) with the same force and effect as if made on the date the payment was originally payable. A "Business Day" shall mean, when used with respect to any Place of Payment, each Monday, Tuesday, Wednesday, Thursday and Friday which is not a day on which banking institutions in that Place of Payment are authorized or obligated by law, executive order or regulation to close.)]. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, as provided in such Indenture, be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be the _________________ or _____________ __(whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Any such interest not so punctually paid or duly provided for shall will forthwith cease to be payable to the Holder on such Regular Record Date and may either be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which shall be thereof having been given to Holders of Securities of this series not less than 10 days prior to such Special Record Date, or be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Securities of this series may be listed or tradedlisted, and upon such notice as may be required by such exchange or automated quotation systemexchange, all as more fully provided in such said Indenture]. [If the Security is not to bear interest prior to Maturity, insert (-- The principal of this Security shall not bear interest except in the case of a default in payment of principal upon acceleration, upon redemption or at Stated Maturity and in such case the overdue principal of this Security shall bear interest at the rate of _____________% per annumannum (to the extent that the payment of such interest shall be legally enforceable), which shall accrue from the date of such default in payment to the date payment of such principal has been made or duly provided for. Interest on any overdue principal shall be payable on demand. Any such interest on any overdue principal that is not so paid on demand shall bear interest at the rate of _____________% per annumannum (to the extent that the payment of such interest shall be legally enforceable), which shall accrue from the date of such demand for payment to the date payment of such interest has been made or duly provided for, and such interest shall also be payable on demand.)] [If a Global Security, insert (Payment of the principal of [(and premium, if any)] ) and [if applicable, insert—any such] interest on this Security will be made by transfer of immediately available funds to a bank account in _____________ designated by the Holder in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts [state other currency].] [If a Definitive Security, insert (Payment of the principal of [(and premium, if any)] and [if applicable, insert—-- any such] interest on this Security will be made at the office or agency of the Company maintained for that purpose in ______________, [in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts] [state other currency] [or subject to any laws or regulations applicable thereto and to the right of the Company (as provided in the Indenture) to rescind the designation of any such Paying Agent, at the [main] offices of _____________ in _____________ and _____________ in _____________, or at such other offices or agencies as the Company may designate, by [United States Dollar] [state other currency] check drawn on, or transfer to a [United States Dollar] account maintained by the payee with, a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing at least _____________ days prior to the payment date)] debts [if applicable, insert (; --; provided, however, that at the option of the Company payment of interest may be made at the option of the Company by [United States Dollar] [state other currency] check mailed to the addresses address of the Persons Person entitled thereto as such addresses address shall appear in the Security Register] [or by transfer to Register if this Security is not a [United States Dollar] [state other currency] account maintained by the payee with a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing by the Record Date prior to the applicable Interest Payment Date)]Global Security.] Reference is hereby herIeby made to the further provisions of this Security set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. Unless the certificate of authentication hereon has been executed by the Trustee referred to on the reverse hereof by manual signature, this Security shall not be entitled to any benefit under the Indenture or be valid or obligatory for any purpose.
Appears in 1 contract
Face of Security. [Insert any legend required by the United States Internal Revenue Code and the regulations thereunderINSERT ANY LEGEND REQUIRED BY THE INTERNAL REVENUE CODE AND THE REGULATIONS THEREUNDER.] [If DELL COMPUTER CORPORATION ------------------------- No._____________ $_______________ DELL COMPUTER CORPORATION, a Global Security,—insert legend required by Section 204 corporation duly organized and existing under the laws of the Indenture] [If applicable, insert—UNLESS THIS SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION, TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL IN AS MUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] NO. U.S.$ [CUSIP No. ] BRIDGE BANCORP, INC., a New York corporation State of Delaware (herein called the "Company", which term includes any successor Person under the Indenture hereinafter referred to), for value received, hereby promises to pay to _____________, or registered assigns, the principal sum of _______________ United States Dollars [state other currency] on _________________ [if the Security is to bear interest prior to MaturityIF THE SECURITY IS TO BEAR INTEREST PRIOR TO MATURITY, insert (INSERT--, and to pay interest thereon from _____________, __ or from the most recent Interest Payment Date to which interest has been paid or duly provided for, semi-annually semiannually on ______________ and ___________________ in each year, commencing _______________, at the rate of _____________% per annum, until the principal hereof is paid or made available for payment)] payment [if applicableIF APPLICABLE, insert (INSERT--, and (to the extent that the payment of such interest shall be legally enforceable) at the rate of _____________% per annum on any overdue principal and premium and on any overdue installment of interest)]. [If applicable, insert (The amount of interest payable for any period shall be computed on the basis of twelve 30-day months and a 360-day year. The amount of interest payable for any partial period shall be computed on the basis of a 360-day year of twelve 30-day months and the days elapsed in any partial month. In the event that any date on which interest is payable on this Security is not a Business Day, then a payment of the interest payable on such date will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay) with the same force and effect as if made on the date the payment was originally payable. A "Business Day" shall mean, when used with respect to any Place of Payment, each Monday, Tuesday, Wednesday, Thursday and Friday which is not a day on which banking institutions in that Place of Payment are authorized or obligated by law, executive order or regulation to close.)]. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, as provided in such Indenture, be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be the _____________ or _____________ (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Any such interest not so punctually paid or duly provided for shall will forthwith cease to be payable to the Holder on such Regular Record Date and may either be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which shall be given to Holders of Securities of this series not less than 10 days prior to such Special Record Date, or be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Securities of this series may be listed or traded, and upon such notice as may be required by such exchange or automated quotation system, all as more fully provided in such Indenture. [If the Security is not to bear interest prior to Maturity, insert (The principal of this Security shall not bear interest except in the case of a default in payment of principal upon acceleration, upon redemption or at Stated Maturity and in such case the overdue principal of this Security shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such default in payment to the date payment of such principal has been made or duly provided for. Interest on any overdue principal shall be payable on demand. Any such interest on any overdue principal that is not so paid on demand shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such demand for payment to the date payment of such interest has been made or duly provided for, and such interest shall also be payable on demand.)] [If a Global Security, insert (Payment of the principal of [(and premium, if any)] and [if applicable, insert—any such] interest on this Security will be made by transfer of immediately available funds to a bank account in _____________ designated by the Holder in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts [state other currency].] [If a Definitive Security, insert (Payment of the principal of [(and premium, if any)] and [if applicable, insert—any such] interest on this Security will be made at the office or agency of the Company maintained for that purpose in _____________, [in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts] [state other currency] [or subject to any laws or regulations applicable thereto and to the right of the Company (as provided in the Indenture) to rescind the designation of any such Paying Agent, at the [main] offices of _____________ in _____________ and _____________ in _____________, or at such other offices or agencies as the Company may designate, by [United States Dollar] [state other currency] check drawn on, or transfer to a [United States Dollar] account maintained by the payee with, a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing at least _____________ days prior to the payment date)] [if applicable, insert (; provided, however, that payment of interest may be made at the option of the Company by [United States Dollar] [state other currency] check mailed to the addresses of the Persons entitled thereto as such addresses shall appear in the Security Register] [or by transfer to a [United States Dollar] [state other currency] account maintained by the payee with a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing by the Record Date prior to the applicable Interest Payment Date)].] Reference is hereby made to the further provisions of this Security set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. Unless the certificate of authentication hereon has been executed by the Trustee referred to on the reverse hereof by manual signature, this Security shall not be entitled to any benefit under the Indenture or be valid or obligatory for any purpose.the
Appears in 1 contract
Samples: Indenture (Dell Computer Corp)
Face of Security. [Insert any legend required by Section 204] [Insert any legend required by the United States Internal Revenue Code and the Income Tax Act (Canada) and the regulations thereunder.] ROYAL BANK OF CANADA [If Insert title of Securities] This security will not constitute a Global Security,—insert legend required deposit that is insured under the Canada Deposit Insurance Corporation Act or by Section 204 of the Indenture] [If applicable, insert—UNLESS THIS SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION, TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & COUnited States Federal Deposit Insurance Corporation. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (AND ANY PAYMENT IS MADE TO CEDE & CONo. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL IN AS MUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] NO. U.S.$ [_______ CUSIP No. ] BRIDGE BANCORP, INC.______________ Issue Date ______________ Stated Maturity: _______ Royal Bank of Canada, a New York corporation Schedule I bank under the Bank Act (Canada) (herein called the "CompanyBank", which term includes any successor Person under the Indenture hereinafter referred to), for value received, hereby promises to pay to ____________________________________________, or registered assigns, the principal sum of ________________________________ United States Dollars [state other currency] on ____________________________________________ [if the Security is to bear interest prior to Maturity, insert (-- , and to pay interest thereon from _____________, ____ or from the most recent Interest Payment Date to which interest has been paid or duly provided for, [semi-annually annually] on _________________ and _________________ in each year, commencing _________________, at the rate of _____________% per annum, until the principal hereof is paid or made available for payment)] , [if applicable, insert (, and at the rate of _____________% per annum on insert--; provided that any overdue principal and principal, if any, premium and on any overdue installment of interest)]. [If applicable, insert interest shall bear interest at the rate of_____% per annum (The amount to the extent that the payment of such interest payable for any period shall be computed on legally enforceable), from the basis of twelve 30-day months dates such amounts are due until they are paid or made available for payment, and a 360-day year. The amount of such interest payable for any partial period shall be computed on the basis of a 360-day year of twelve 30-day months and the days elapsed in any partial month. In the event that any date on which interest is payable on this Security is not a Business Day, then a payment of the interest payable on such date will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay) with the same force and effect as if made on the date the payment was originally payable. A "Business Day" shall mean, when used with respect to any Place of Payment, each Monday, Tuesday, Wednesday, Thursday and Friday which is not a day on which banking institutions in that Place of Payment are authorized or obligated by law, executive order or regulation to close.)demand]. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, as provided in such Indenture, be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be the _____________ or _____________ (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Any such interest not so punctually paid or duly provided for shall will forthwith cease to be payable to the Holder on such Regular Record Date and may either be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which whereof shall be given to Holders of Securities of this series not less than 10 days prior to such Special Record Date, or be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Securities of this series may be listed or tradedlisted, and upon such notice as may be required by such exchange or automated quotation systemexchange, all as more fully provided in such said Indenture. .] [If the Security is not to bear interest prior to Maturity, insert (-- The principal of this Security shall not bear interest except in the case of a default in payment of principal upon acceleration, upon redemption or at Stated Maturity and in such case the overdue principal of this Security and any overdue premium shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such default in payment annum (to the date extent that the payment of such principal has been interest shall be legally enforceable), from the dates such amounts are due until they are paid or made or duly provided foravailable for payment. Interest on any overdue principal or premium shall be payable on demand. Any such interest on any overdue principal that is not so paid on demand shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such demand for payment to the date payment of such interest has been made or duly provided for, and such interest shall also be payable on demand.)] [If a Global Security, insert (Payment of the principal of [(and premium, if any)] ) and [if applicable, insert—insert - any such] interest on this Security will be made by transfer at the office or agency of immediately available funds to a bank account the Bank maintained for that purpose in _____________ designated by the Holder , in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts [state other currency].] [If a Definitive Security, insert (Payment of the principal of [(and premium, if any)] and [if applicable, insert—any such] interest on this Security will be made at the office or agency of the Company maintained for that purpose in _____________, [in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts] [state other currency] [or subject to any laws or regulations applicable thereto and to the right of the Company (as provided in the Indenture) to rescind the designation of any such Paying Agent, at the [main] offices of _____________ in _____________ and _____________ in _____________, or at such other offices or agencies as the Company may designate, by [United States Dollar] [state other currency] check drawn on, or transfer to a [United States Dollar] account maintained by the payee with, a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing at least _____________ days prior to the payment date)] [if applicable, insert (; -- ; provided, however, that at the option of the Bank payment of interest may be made at the option of the Company by [United States Dollar] [state other currency] check mailed to the addresses address of the Persons Person entitled thereto as such addresses address shall appear in the Security Register] [or by transfer to a [United States Dollar] [state other currency] account maintained by the payee with a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing by the Record Date prior to the applicable Interest Payment Date)].] . Reference is hereby made to the further provisions of this Security set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. Unless the certificate of authentication hereon has been executed by the Trustee referred to on the reverse hereof by manual signature, this Security shall not be entitled to any benefit under the Indenture or be valid or obligatory for any purpose.
Appears in 1 contract
Samples: Indenture (Royal Bank of Canada \)
Face of Security. [Insert any legend required by the United States Internal Revenue Code and the regulations thereunderINSERT ANY LEGEND REQUIRED BY THE INTERNAL REVENUE CODE AND THE REGULATIONS THEREUNDER.] [If a Global Security,—insert legend required by Section 204 of the Indenture] [If applicable, insert—UNLESS THIS SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION, TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL IN AS MUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] NO. U.S.$ [CUSIP XXXX XXXXXXXX CORPORATION __________________________________________________________ No. ] BRIDGE BANCORP, INC._________________ [$]_______________________ Xxxx Xxxxxxx Corporation, a New York corporation duly organized and existing under the laws of Delaware (herein called the "Company", which term includes any successor Person under the Indenture hereinafter referred to), for value received, hereby promises to pay to ____________________, or registered assigns, the principal sum of ______________________________ United States Dollars [state other currencyDollars] on ________________________________ [if the Security is to bear interest prior to MaturityIF THE SECURITY IS TO BEAR INTEREST PRIOR TO MATURITY, insert (INSERT --, and to pay interest thereon from _____________, ___ or from the most recent Interest Payment Date to which interest has been paid or duly provided for, [semi-annually in arrears on ___________________ and __________________________ in each year] [annually in arrears on _________________________], commencing ____________________, at the rate of _____________% per annum, until the principal hereof is paid or made available for payment)] payment [if applicable, insert (IF APPLICABLE INSERT --, and (to the extent that the payment of such interest shall be legally enforceable) at the rate of _____________% per annum on any overdue principal and premium and on any overdue installment of interest)]. [If applicable, insert (The amount of interest payable for any period shall be computed on the basis of twelve 30-day months and a 360-day year. The amount of interest payable for any partial period shall be computed on the basis of a 360-day year of twelve 30-day months and the days elapsed in any partial month. In the event that any date on which interest is payable on this Security is not a Business Day, then a payment of the interest payable on such date will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay) with the same force and effect as if made on the date the payment was originally payable. A "Business Day" shall mean, when used with respect to any Place of Payment, each Monday, Tuesday, Wednesday, Thursday and Friday which is not a day on which banking institutions in that Place of Payment are authorized or obligated by law, executive order or regulation to close.)]. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, as provided in such Indenture, be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be the ________________________________ or _______________________________ (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Any such interest not so punctually paid or duly provided for shall will forthwith cease to be payable to the Holder on such Regular Record Date and may either be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which whereof shall be given to Holders holders of Securities of this series not less than 10 days prior to such Special Record Date, or be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Securities of this series may be listed or tradedlisted, and upon such notice as may be required by such exchange or automated quotation systemexchange, all as more fully provided in such said Indenture]. [If the Security is not to bear interest prior to MaturityIF THE SECURITY IS NOT TO BEAR INTEREST PRIOR TO MATURITY, insert (INSERT --. The principal of this Security shall not bear interest except in the case of a default in payment of principal upon acceleration, upon redemption or at Stated Maturity and in such case the overdue principal of this Security shall bear interest at the rate of _____________% per annumannum (to the extent that the payment of such interest shall be legally enforceable), which shall accrue from the date of such default in payment to the date payment of such principal has been made or duly provided for. Interest on any overdue principal shall be payable on demand. Any such interest on any overdue principal that is not so paid on demand shall bear interest at the rate of _____________% per annumannum (to the extent that the payment of such interest shall be legally enforceable), which shall accrue from the date of such demand for payment to the date payment of such interest has been made or duly provided for, and such interest shall also be payable on demand.)] [If a Global Security, insert (Payment of the principal of [(and premium, if any)] ) and [if If applicable, insert—any such] interest on this Security will be made by transfer of immediately available funds to a bank account in _____________ designated by the Holder in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts [state other currency].] [If a Definitive Security, insert (Payment of the principal of [(and premium, if any)] and [if applicable, insert—-- any such] interest on this Security will be made at the office or agency of the Company maintained for that purpose in _________________, [in such coin or currency [of the United States of America America] as at the time of payment is legal tender for payment of public and private debts] debts [state other currency] [or subject to any laws or regulations applicable thereto and to the right of the Company (as provided in the Indenture) to rescind the designation of any such Paying AgentIF APPLICABLE, at the [main] offices of _____________ in _____________ and _____________ in _____________, or at such other offices or agencies as the Company may designate, by [United States Dollar] [state other currency] check drawn on, or transfer to a [United States Dollar] account maintained by the payee with, a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing at least _____________ days prior to the payment date)] [if applicable, insert (; INSERT --; provided, however, that at the option of the Company payment of interest may be made at the option of the Company by [United States Dollar] [state other currency] check mailed to the addresses address of the Persons Person entitled thereto as such addresses address shall appear in the Security Register]. [IF APPLICABLE, INSERT -- [The Securities of this series are/This Security is] [or by transfer subject to a [United States Dollar] [state other currency] account maintained by the payee with a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing by the Record Date redemption prior to the applicable Interest Payment Date)]Stated Maturity as described on the reverse hereof.] Reference is hereby made to the further provisions of this Security set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. Unless the certificate of authentication hereon has been executed by or on behalf of the Trustee referred to on the reverse hereof by manual signature, this Security shall not be entitled to any benefit under the Indenture or be valid or obligatory for any purpose.
Appears in 1 contract
Samples: Indenture (Dain Rauscher Corp)
Face of Security. [Insert any legend required by the United States Internal Revenue Code and the regulations thereunder.] [If a Global Security,—insert legend required by Section 204 of the Indenture] [If applicable, insert—UNLESS THIS SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION, TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL IN AS MUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] NO. U.S.$ [CUSIP ------------------------------ ------------------------------ No. ] BRIDGE BANCORP, INC._______ $ ______ Correctional Properties Trust, a New York corporation real estate investment trust duly organized and existing under the laws of Maryland (herein called the "Company", which term includes any successor Person under the Indenture hereinafter referred to), for value received, hereby promises to pay to _____________, or registered assigns, the principal sum of ___________________ United States Dollars [state other currency] on _________________________ [if the Security is to bear interest prior to Maturity, insert (, -- and to pay interest thereon from _____________, _ or from the most recent Interest Payment Date to which interest has been paid or duly provided for, semi-annually on _____________ and _____________ in each year, commencing _____________, at the rate of _____________% per annum, until the principal hereof is paid or made available for payment)] [if applicable, insert (provided that any principal and premium, and any such installment of interest, which is overdue shall bear interest at the rate of _____________% per annum on any overdue principal and premium and on any overdue installment (to the extent that the payment of interest)]. [If applicable, insert (The amount of such interest payable for any period shall be computed on legally enforceable), from the basis of twelve 30-day months dates such amounts are due until they are paid or made available for payment, and a 360-day year. The amount of such interest payable for any partial period shall be computed on the basis of a 360-day year of twelve 30-day months and the days elapsed in any partial month. In the event that any date on which interest is payable on this Security is not a Business Day, then a payment of the interest payable on such date will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay) with the same force and effect as if made on the date the payment was originally payable. A "Business Day" shall mean, when used with respect to any Place of Payment, each Monday, Tuesday, Wednesday, Thursday and Friday which is not a day on which banking institutions in that Place of Payment are authorized or obligated by law, executive order or regulation to close.)]demand. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, as provided in such Indenture, be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be the _____________ or _____________ (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Any such interest not so punctually paid or duly provided for shall will forthwith cease to be payable to the Holder on such Regular Record Date and may either be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which whereof shall be given to Holders of Securities of this series not less than 10 days prior to such Special Record Date, or be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Securities of this series may be listed or tradedlisted, and upon such notice as may be required by such exchange or automated quotation systemexchange, all as more fully provided in such said Indenture]. [If the Security is not to bear interest prior to Maturity, insert (-- The principal of this Security shall not bear interest except in the case of a default in payment of principal upon acceleration, upon redemption or at Stated Maturity and in such case the overdue principal of this Security and any overdue premium shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such default in payment annum (to the date extent that the payment of such principal has been interest shall be legally enforceable), from the dates such amounts are due until they are paid or made or duly provided foravailable for payment. Interest on any overdue principal or premium shall be payable on demand. Any such interest on any overdue principal that or premium which is not so paid on demand shall bear interest at the rate of _____________% per annumannum (to the extent that the payment of such interest on interest shall be legally enforceable), which shall accrue from the date of such demand until the amount so demanded is paid or made available for payment to the date payment of such interest has been made or duly provided for, and such payment. Interest on any overdue interest shall also be payable on demand.)] [If a Global Security, insert (Payment of the principal of [(and premium, if any)] ) and [if applicable, insert—any such] interest on this Security will be made by transfer of immediately available funds to a bank account in _____________ designated by the Holder in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts [state other currency].] [If a Definitive Security, insert (Payment of the principal of [(and premium, if any)] and [if applicable, insert—any such] interest on this Security will be made at the office or agency of the Company maintained for that purpose in _____________, [in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts] [state other currency] [or subject to any laws or regulations applicable thereto and to the right of the Company (as provided in the Indenture) to rescind the designation of any such Paying Agent, at the [main] offices of _____________ in _____________ and _____________ in _____________, or at such other offices or agencies as the Company may designate, by [United States Dollar] [state other currency] check drawn on, or transfer to a [United States Dollar] account maintained by the payee with, a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing at least _____________ days prior to the payment date)] [if applicable, insert (; ; provided, however, that at the option of the Company payment of interest may be made at the option of the Company by [United States Dollar] [state other currency] check mailed to the addresses address of the Persons Person entitled thereto as such addresses address shall appear in the Security Register] [or by transfer to a [United States Dollar] [state other currency] account maintained by the payee with a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing by the Record Date prior to the applicable Interest Payment Date)].] . Reference is hereby made to the further provisions of this Security set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. Unless the certificate of authentication hereon has been executed by the Trustee referred to on the reverse hereof by manual signature, this Security shall not be entitled to any benefit under the Indenture or be valid or obligatory for any purpose.
Appears in 1 contract
Face of Security. [Insert any legend required by the United States Internal Revenue Code and the regulations thereunder.] [If a Global Security,—insert legend required by Section 204 of the Indenture] [If applicableDUKE ENERGY FIELD SERVICES, insert—UNLESS THIS SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANYLLC SUBORDINATED INDENTURE - 16 - DUKE ENERGY FIELD SERVICES, A NEW YORK CORPORATION, TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & COLLC --------------------- No. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL IN AS MUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] NO. U.S.$ [_________ $ _______________ CUSIP No. ] BRIDGE BANCORP_______ Duke Energy Field Services, INC.LLC, a New York corporation limited liability company duly organized and existing under the laws of the State of Delaware (herein called the "Company", ," which term includes any successor Person under the Indenture hereinafter referred to), for value received, hereby promises to pay to ______________________, or registered assigns, the principal sum of ________ Dollars on ______ United States Dollars [state other currency] on ____________________ [if the Security is to bear interest prior to MaturityMaturity and interest payment periods are not extendable, insert (- , and to pay interest thereon from _____________, _ or from the most recent Interest Payment Date to which interest has been paid or duly provided for, [insert - semi-annually annually, quarterly, monthly or other description of the relevant payment period] on [________, _____ and ____,] and __________ in each year, commencing _______________, at the rate of _____________% per annum, until the principal hereof is paid or made available for payment)] payment [if applicable, insert (- , provided that any principal and premium, and any such installment of interest, which is overdue shall bear interest at the rate of _____________% per annum on any overdue principal and premium and on any overdue installment (to the extent that the payment of interest)]. [If applicable, insert (The amount of such interest payable for any period shall be computed on legally enforceable), from the basis of twelve 30-day months dates such amounts are due until they are paid or made available for payment, and a 360-day year. The amount of such interest payable for any partial period shall be computed on the basis of a 360-day year of twelve 30-day months and the days elapsed in any partial month. In the event that any date on which interest is payable on this Security is not a Business Day, then a payment of the interest payable on such date will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay) with the same force and effect as if made on the date the payment was originally payable. A "Business Day" shall mean, when used with respect to any Place of Payment, each Monday, Tuesday, Wednesday, Thursday and Friday which is not a day on which banking institutions in that Place of Payment are authorized or obligated by law, executive order or regulation to close.)demand]. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, as provided in such Indenture, be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be the [_____________ or _____________ ] (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Any such interest not so punctually paid or duly provided for shall will forthwith cease to be payable to the Holder on such Regular Record Date and may either be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which whereof shall be given to Holders of Securities of this series not less than 10 days prior to such Special Record Date, or be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Securities of this series may be listed or tradedlisted, and upon such notice as may be required by such exchange or automated quotation systemexchange, all as more fully provided in such said Indenture]. [If the Security is not to bear interest prior to Maturity, insert (- The principal of this Security shall not bear interest except in the case of a default in payment of principal upon acceleration, upon redemption or at Stated Maturity and in such case the overdue principal of this Security and any overdue premium shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such default in payment annum (to the date extent that the payment of such principal has been interest shall be legally enforceable), from the dates such amounts are due until they are paid or made or duly provided foravailable for payment. Interest on any overdue principal or premium shall be payable on demand. Any such interest on any overdue principal that or premium which is not so paid on demand shall bear interest at the rate of _____________% per annumannum (to the extent that the payment of such interest on interest shall be legally enforceable), which shall accrue from the date of such demand until the amount so demanded is paid or made available for payment to the date payment of such interest has been made or duly provided for, and such payment. Interest on any overdue interest shall also be payable on demand.)] [If a Global Security, insert (Payment of the principal of [(and premium, if any)] ) and [if applicable, insert—any such] interest on this Security will be made by transfer of immediately available funds to a bank account in _____________ designated by the Holder in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts [state other currency].] [If a Definitive Security, insert (Payment of the principal of [(and premium, if any)] and [if applicable, insert—- any such] interest on this Security will be made at the office or agency of the Company maintained for that purpose in _________________, [in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts] [state other currency] [or subject to any laws or regulations applicable thereto and to the right of the Company (as provided in the Indenture) to rescind the designation of any such Paying Agent, at the [main] offices of _____________ in _____________ and _____________ in _____________, or at such other offices or agencies as the Company may designate, by [United States Dollar] [state other currency] check drawn on, or transfer to a [United States Dollar] account maintained by the payee with, a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing at least _____________ days prior to the payment date)] debts [if applicable, insert (; -; provided, however, that at the option of the Company payment of interest may be made at the option of the Company by [United States Dollar] [state other currency] check mailed to the addresses address of the Persons Person entitled thereto as such addresses address shall appear in the DUKE ENERGY FIELD SERVICES, LLC SUBORDINATED INDENTURE - 17 - Security Register] [Register or by wire transfer at such place and to such account at a [banking institution in the United States Dollar] [state other currency] account maintained by the payee with a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions may be designated in writing by to the Record Date Trustee at least sixteen (16) days prior to the applicable Interest Payment Date)date for payment by the Person entitled thereto].] . Reference is hereby made to the further provisions of this Security set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. Unless the certificate of authentication hereon has been executed by the Trustee referred to on the reverse hereof by manual signature, this Security shall not be entitled to any benefit under the Indenture or be valid or obligatory for any purpose.
Appears in 1 contract
Face of Security. [Insert any legend required by First Financial Caribbean Corporation 7.84% Senior Note due 2006 No. $ --------------------- --------------------- First Financial Caribbean Corporation, a corporation duly organized and existing under the United States Internal Revenue Code and the regulations thereunder.] [If a Global Security,—insert legend required by Section 204 laws of the Indenture] [If applicable, insert—UNLESS THIS SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION, TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL IN AS MUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] NO. U.S.$ [CUSIP No. ] BRIDGE BANCORP, INC., a New York corporation Commonwealth of Puerto Rico (herein called the "Company", ," which term includes any successor Person under the Indenture hereinafter referred to), for value received, hereby promises to pay to 34 ____________________, or registered assigns, assigns the principal sum of _____________ United States Dollars [state other currency] on _____________ [if the Security is to bear interest prior to MaturityOctober 10, insert (2006, and to pay interest thereon from _____________October 10, 1996 or from the most recent Interest Payment Date to which interest has been paid or duly provided for, semi-annually on _____________ April 10 and _____________ October 10 in each year, commencing _____________April 10, 1997, at the rate of _____________7.84% per annum, computed on the basis of the actual number of days elapsed in a 360-day year of twelve 30-day months, until the principal hereof is paid or made available for payment)] [if applicable, insert (, and at the rate of _____________% per annum on any overdue principal and premium and on any overdue installment of interest)]. [If applicable, insert (The amount of interest payable for any period shall be computed on the basis of twelve 30-day months and a 360-day year. The amount of interest payable for any partial period shall be computed on the basis of a 360-day year of twelve 30-day months and the days elapsed in any partial month. In the event that any date on which interest is payable on this Security is not a Business Day, then a payment of the interest payable on such date will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay) with the same force and effect as if made on the date the payment was originally payable. A "Business Day" shall mean, when used with respect to any Place of Payment, each Monday, Tuesday, Wednesday, Thursday and Friday which is not a day on which banking institutions in that Place of Payment are authorized or obligated by law, executive order or regulation to close.)]. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, as provided in such Indenture, be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be the _____________ March 25 or _____________ September 25 (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Any such interest not so punctually paid or duly provided for shall will forthwith cease to be payable to the Holder on such Regular Record Date and may either be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on a Special Record Date to be fixed by the Trustee for the payment of such Defaulted Interest to be fixed by the TrusteeInterest, notice of which whereof shall be given to Holders of Securities of this series not less than 10 days prior to such Special Record Date, or be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system of any registered securities association on which the Securities of this series may be listed or tradedlisted, and upon such notice as may be required by such exchange or automated quotation system, all as more fully provided in such said Indenture. [If the Security is not to bear interest prior to Maturity, insert (The principal of this Security shall not bear interest except in the case of a default in payment of principal upon acceleration, upon redemption or at Stated Maturity and in such case the overdue principal of this Security shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such default in payment to the date payment of such principal has been made or duly provided for. Interest on any overdue principal shall be payable on demand. Any such interest on any overdue principal that is not so paid on demand shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such demand for payment to the date payment of such interest has been made or duly provided for, and such interest shall also be payable on demand.)] [If a Global Security, insert (Payment of the principal of [(and premium, if any)] ) and [if applicable, insert—any such] interest on this Security will be made by transfer of immediately available funds to a bank account in _____________ designated by the Holder in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts [state other currency].] [If a Definitive Security, insert (Payment of the principal of [(and premium, if any)] and [if applicable, insert—any such] interest on this Security will be made at the office or agency of the Company maintained for that purpose in _____________the City of New York and at any other office or agency maintained by the Company for such purpose, [in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts] [state other currency] [or subject to any laws or regulations applicable thereto and to the right of the Company (as provided in the Indenture) to rescind the designation of any such Paying Agent, at the [main] offices of _____________ in _____________ and _____________ in _____________, or at such other offices or agencies as the Company may designate, by [United States Dollar] [state other currency] check drawn on, or transfer to a [United States Dollar] account maintained by the payee with, a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing at least _____________ days prior to the payment date)] [if applicable, insert (; ; provided, however, that at the option of the Company payment of interest may be made at the option of the Company by [United States Dollar] [state other currency] check mailed to the addresses address of the Persons Person entitled thereto as such addresses address shall appear in the Security Register] [or by transfer to a [United States Dollar] [state other currency] account maintained by the payee with a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing by the Record Date prior to the applicable Interest Payment Date)].] . Reference is hereby made to the further provisions of this Security set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. 35 Unless the certificate of authentication hereon has been executed by the Trustee referred to on the reverse hereof by manual signature, this Security shall not be entitled to any benefit under the Indenture or be valid or obligatory for any purpose.
Appears in 1 contract
Face of Security. Unless otherwise established by or pursuant to a Board Resolution or in one or more indentures supplemental hereto, the face of each Security shall be in substantially the following form: [Insert any legend required by the United States Internal Revenue Code and the regulations thereunderthereunder or by the Commission or by any of its rules and regulations.] [If ----------------------- ----------------------------------- No. $ ---- --------- Electric Generation LLC, a Global Security,—insert legend required by Section 204 limited liability company duly organized and existing under the laws of the Indenture] State of California [If if applicable, insert—UNLESS THIS SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION, TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL IN AS MUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] NO. U.S.$ [CUSIP No. ] BRIDGE BANCORP, INC.insert - and , a New York corporation duly organized and existing under the laws of the State --------- --------- of ] (herein called the "Company", Issuer[s]," which term includes any successor Person ---------- Person[s] under the Indenture hereinafter referred to), for value received, hereby promises promise[s] [if applicable, insert- ,on a joint and several basis,] to pay to _____________, or registered assigns, the principal sum of _____________ United States ------------------------ Dollars [state other currency] on _____________ ------------------------------------------- [if the Security is to bear interest prior to -------------------------------- Maturity, insert (-, and to pay interest thereon from _____________, or from the --------------- most recent Interest Payment Date to which interest has been paid or duly provided for, [semi-annually annually] on _____________ and _____________ in each year, ----------- ----------- commencing _____________, at the rate of _____________% per annum, until the principal ----------- --- hereof is paid or made available for payment)] rate payment [if applicable, insert (-, provided that any principal and premium, and any such installment of interest, which is overdue shall bear interest at the rate of _____________% per annum on any overdue principal and premium and on any overdue installment (to the --- extent that the payment of interest)]. [If applicable, insert (The amount of such interest payable for any period shall be computed on legally enforceable), from the basis of twelve 30-day months dates such amounts are due until they are paid or made available for payment, and a 360-day year. The amount of such interest payable for any partial period shall be computed on the basis of a 360-day year of twelve 30-day months and the days elapsed in any partial month. In the event that any date on which interest is payable on this Security is not a Business Day, then a payment of the interest payable on such date will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay) with the same force and effect as if made on the date the payment was originally payable. A "Business Day" shall mean, when used with respect to any Place of Payment, each Monday, Tuesday, Wednesday, Thursday and Friday which is not a day on which banking institutions in that Place of Payment are authorized or obligated by law, executive order or regulation to close.)demand]. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, as provided in such Indenture, be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be the _____________ or _____________ -------- (whether or not a Business Day), as the case may be, next preceding -------- such Interest Payment Date. Any such interest not so punctually paid or duly provided for shall will forthwith cease to be payable to the Holder on such Regular Record Date and may either be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which whereof shall be given to Holders of Securities of this series not less than 10 days prior to such Special Record Date, or be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Securities of this series may be listed or tradedlisted, and upon such notice as may be required by such exchange or automated quotation systemexchange, all as more fully provided in such said Indenture]. [If the Security is not to bear interest prior to Maturity, insert (- The principal of this Security shall not bear interest except in the case of a default in payment of principal upon acceleration, upon redemption or at Stated Maturity and in such case the overdue principal of this Security and any overdue premium shall bear interest at the rate of _____________% per annumannum (to the extent that the payment of ---- such interest shall be legally enforceable), which shall accrue from the date of dates such default in payment to the date payment of such principal has been amounts are due until they are paid or made or duly provided foravailable for payment. Interest on any overdue principal or premium shall be payable on demand. Any such interest on any overdue principal that is not so paid on demand shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such demand for payment to the date payment of such interest has been made or duly provided for, and such interest shall also be payable on demand.)] [If a Global Security, insert (Payment of the principal of [(and premium, if any)] ) and [if applicable, insert—insert - any such] interest on this Security will be made by transfer at the office or agency of immediately available funds to a bank account the Issuer[s] maintained for that purpose in _____________ designated by the Holder , in such coin ---------- or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts [state other currency].] [If a Definitive Securityif applicable, insert (Payment -; provided, however, that at the option of the principal Issuer[s] payment of [(and premium, if any)] and interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register]; [if applicable, insert—any such] interest on this Security insert - provided that payment by wire transfer of immediately available funds will be made required with respect to the principal of and interest, and premium, on [all Securities that are Global Securities and] all [other] Securities the Holders of which shall have provided wire transfer instructions to the Issuer or the Paying Agent if such Holders shall be registered Holders of at the office or agency least $[10,000,000] in principal amount of the Company maintained for that purpose in _____________, [Securities.] Such payment shall be in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts] [state other currency] [or subject to any laws or regulations applicable thereto and to the right of the Company (as provided in the Indenture) to rescind the designation of any such Paying Agent, at the [main] offices of _____________ in _____________ and _____________ in _____________, or at such other offices or agencies as the Company may designate, by [United States Dollar] [state other currency] check drawn on, or transfer to a [United States Dollar] account maintained by the payee with, a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing at least _____________ days prior to the payment date)] [if applicable, insert (; provided, however, that payment of interest may be made at the option of the Company by [United States Dollar] [state other currency] check mailed to the addresses of the Persons entitled thereto as such addresses shall appear in the Security Register] [or by transfer to a [United States Dollar] [state other currency] account maintained by the payee with a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing by the Record Date prior to the applicable Interest Payment Date)].] . Reference is hereby made to the further provisions of this Security set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. Unless the certificate of authentication hereon has been executed by the Trustee referred to on the reverse hereof by manual signature, this Security shall not be entitled to any benefit under the Indenture or be valid or obligatory for any purpose. In Witness Whereof, the Issuer[s] [has][have] caused this instrument to be duly executed. Dated: ELECTRIC GENERATION LLC By. ------------------------------------- By. ------------------------------------- [if applicable, add signature lines for any additional Issuer] SECTION 203 Form of Reverse of Security. Unless otherwise established by or pursuant to a Board Resolution, or established in an Officer's Certificate or in one or more indentures supplemental hereto, the reverse side of each Security shall be in substantially the following form: This Security is one of a duly authorized issue of securities of the Issuer[s] (herein called the "Securities"), issued and to be issued in one or more series under an Indenture, dated as of (herein called the --------- "Indenture," which term shall have the meaning assigned to it in such instrument), between the Issuer[s] and , as Trustee (herein called ---------- the "Trustee," which term includes any successor trustee under the Indenture), and reference is hereby made to the Indenture for a statement of the respective rights, limitations of rights, duties and immunities thereunder of the Issuer[s], the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof [if applicable, insert -, limited in aggregate principal amount to $ ]. --------- [Insert any applicable redemption terms.] [If the Security is subject to redemption of any kind, insert - In the event of redemption of this Security in part only, a new Security or Securities of this series and of like tenor for the unredeemed portion hereof will be issued in the name of the Holder hereof upon the cancellation hereof.] [If applicable, insert - The Indenture contains provisions for defeasance at any time of [the entire indebtedness of this Security] [or] [certain restrictive covenants and Events of Default with respect to this Security] [, in each case] upon compliance with certain conditions set forth in the Indenture.] [If the Security is not an Original Issue Discount Security, insert - If an Event of Default with respect to Securities of this series shall occur and be continuing, the principal of the Securities of this series may be declared due and payable in the manner and with the effect provided in the Indenture.] [If the Security is an Original Issue Discount Security, insert - If an Event of Default with respect to Securities of this series shall occur and be continuing, an amount of principal of the Securities of this series may be declared due and payable in the manner and with the effect provided in the Indenture. Such amount shall be equal to - insert formula for determining the amount. Upon payment (i) of the amount of principal so declared due and payable and (ii) of interest on any overdue principal, premium and interest (in each case to the extent that the payment of such interest shall be legally enforceable), all of the [Issuer's] [Issuers'] obligations in respect of the payment of the principal of and premium and interest, if any, on the Securities of this series shall terminate.] The Indenture permits, with certain exceptions as therein provided, the amendment thereof and the modification of the rights and obligations of the Issuer[s] and the rights of the Holders of the Securities of each series to be affected under the Indenture at any time by the Issuer[s] and the Trustee with the consent of the Holders of a majority in aggregate principal amount of the Securities at the time Outstanding of each series to be affected. The Indenture also contains provisions permitting the Holders of specified percentages in principal amount of the Securities of each series at the time Outstanding, on behalf of the Holders of all Securities of such series, to waive compliance by the Issuer[s] with certain provisions of the Indenture and certain past defaults under the Indenture and their consequences. Any such consent or waiver by the Holder of this Security shall be conclusive and binding upon such Holder and upon all future Holders of this Security and of any Security issued upon the registration of transfer hereof or in exchange herefor or in lieu hereof, whether or not notation of such consent or waiver is made upon this Security. As provided in and subject to the provisions of the Indenture, the Holder of this Security shall not have the right to institute any proceeding with respect to the Indenture or for the appointment of a receiver or trustee or for any other remedy thereunder, unless such Holder shall have previously given the Trustee written notice of a continuing Event of Default with respect to the Securities of this series, the Holders of not less than 25% in principal amount of the Securities of this series at the time Outstanding shall have made written request to the Trustee to institute proceedings in respect of such Event of Default as Trustee and offered the Trustee indemnity or security satisfactory to it, and the Trustee shall not have received from the Holders of a majority in principal amount of Securities of this series at the time Outstanding a direction inconsistent with such request, and shall have failed to institute any such proceeding, for 60 days after receipt of such notice, request and offer of indemnity. The foregoing shall not apply to any suit instituted by the Holder of this Security for the enforcement of any payment of principal hereof or any premium or interest hereon on or after the respective due dates expressed herein. No reference herein to the Indenture and no provision of this Security or of the Indenture shall alter or impair the obligation of the Issuer[s], which is absolute and unconditional, to pay the principal of and any premium and interest on this Security at the times, place and rate, and in the coin or currency, herein prescribed. As provided in the Indenture and subject to certain limitations therein set forth, the transfer of this Security is registrable in the Security Register, upon surrender of this Security for registration of transfer at the office or agency of the Issuer[s] in any place where the principal of and any premium and interest on this Security are payable, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Issuer[s] and the Security Registrar duly executed by, the Holder hereof or his attorney duly authorized in writing, and thereupon one or more new Securities of this series and of like tenor, of authorized denominations and for the same aggregate principal amount, will be issued to the designated transferee or transferees. The Securities of this series are issuable only in registered form without coupons in denominations of $ and any integral multiple thereof. As ------ provided in the Indenture and subject to certain limitations therein set forth, Securities of this series are exchangeable for a like aggregate principal amount of Securities of this series and of like tenor of a different authorized denomination, as requested by the Holder surrendering the same. No service charge shall be made for any such registration of transfer or exchange, but the Issuer[s] 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 Security for registration of transfer, the Issuer[s], the Trustee and any agent of the Issuer[s] or the Trustee may treat the Person in whose name this Security is registered as the owner hereof for all purposes, whether or not this Security be overdue, and neither the Issuer[s], the Trustee nor any such agent shall be affected by notice to the contrary. All terms used in this Security which are defined in the Indenture shall have the meanings assigned to them in the Indenture.
Appears in 1 contract
Samples: Indenture (Electric Generation LLC)
Face of Security. [Insert any legend required by the United States Internal Revenue Code and the regulations thereunder.] [If a Global Security,—insert legend required by Section 204 of the Indenture] [If applicableMICRON TECHNOLOGY, insert—UNLESS THIS SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION, TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & COINC. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL IN AS MUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] NO. U.S.$ [CUSIP No. ] BRIDGE BANCORP_________ $_____________ Micron Technology, INC.Inc., a New York corporation duly organized and existing under the laws of Delaware (herein called the "Company", ," which term includes any successor Person under the Indenture hereinafter referred to), for value received, hereby promises to pay to _____________, or registered assigns, the principal sum of _____________ United States Dollars [state other currency] on _____________________________ [if the Security is to bear interest prior to Maturity, insert (--, and to pay interest thereon from _____________, _ or from the most recent Interest Payment Date to which interest has been paid or duly provided for, semi-annually on _____________ and _____________ in each year, commencing _____________, at the rate of _____________% per annum, until the principal hereof is paid or made available for payment)] payment [if applicable, insert (-- , provided that any principal and premium, and any such instalment of interest, which is overdue shall bear interest at the rate of _____________% per annum on any overdue principal and premium and on any overdue installment (to the extent that the payment of interest)]. [If applicable, insert (The amount of such interest payable for any period shall be computed on legally enforceable), from the basis of twelve 30-day months dates such amounts are due until they are paid or made available for payment, and a 360-day year. The amount of such interest payable for any partial period shall be computed on the basis of a 360-day year of twelve 30-day months and the days elapsed in any partial month. In the event that any date on which interest is payable on this Security is not a Business Day, then a payment of the interest payable on such date will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay) with the same force and effect as if made on the date the payment was originally payable. A "Business Day" shall mean, when used with respect to any Place of Payment, each Monday, Tuesday, Wednesday, Thursday and Friday which is not a day on which banking institutions in that Place of Payment are authorized or obligated by law, executive order or regulation to close.)demand]. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, as provided in such Indenture, be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be the _____________ or _____________ (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Any such interest not so punctually paid or duly provided for shall will forthwith cease to be payable to the Holder on such Regular Record Date and may either be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which whereof shall be given to Holders of Securities of this series not less than 10 days prior to such Special Record Date, or be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Securities of this series may be listed or tradedlisted, and upon such notice as may be required by such exchange or automated quotation systemexchange, all as more fully provided in such said Indenture]. [If the Security is not to bear interest prior to Maturity, insert (-- The principal of this Security shall not bear interest except in the case of a default in payment of principal upon acceleration, upon redemption or at Stated Maturity and in such case the overdue principal of this Security and any overdue premium shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such default in payment annum (to the date extent that the payment of such principal has been interest shall be legally enforceable), from the dates such amounts are due until they are paid or made or duly provided foravailable for payment. Interest on any overdue principal or premium shall be payable on demand. [Any such interest on any overdue principal that or premium which is not so paid on demand shall bear interest at the rate of _____________% per annumannum (to the extent that the payment of such interest on interest shall be legally enforceable), which shall accrue from the date of such demand until the amount so demanded is paid or made available for payment to the date payment of such interest has been made or duly provided for, and such payment. Interest on any overdue interest shall also be payable on demand.)]] [If a Global Security, insert (Payment of the principal of [(and premium, if any)] ) and [if applicable, insert—any such] interest on this Security will be made by transfer of immediately available funds to a bank account in _____________ designated by the Holder in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts [state other currency].] [If a Definitive Security, insert (Payment of the principal of [(and premium, if any)] and [if applicable, insert—-- any such] interest on this Security will be made at the office or agency of the Company maintained for that purpose in _____________, [in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts] [state other currency] [or subject to any laws or regulations applicable thereto and to the right of the Company (as provided in the Indenture) to rescind the designation of any such Paying Agent, at the [main] offices of _____________ in _____________ and _____________ in _____________, or at such other offices or agencies as the Company may designate, by [United States Dollar] [state other currency] check drawn on, or transfer to a [United States Dollar] account maintained by the payee with, a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing at least _____________ days prior to the payment date)] debts [if applicable, insert (; -- ; provided, however, that at the option of the Company payment of interest may be made at the option of the Company by [United States Dollar] [state other currency] check mailed to the addresses address of the Persons Person entitled thereto as such addresses address shall appear in the Security Register] [or by transfer to a [United States Dollar] [state other currency] account maintained by the payee with a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing by the Record Date prior to the applicable Interest Payment Date)].] . Reference is hereby made to the further provisions of this Security set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. Unless the certificate of authentication hereon has been executed by the Trustee referred to on the reverse hereof by manual signature, this Security shall not be entitled to any benefit under the Indenture or be valid or obligatory for any purpose.
Appears in 1 contract
Samples: Indenture (Micron Technology Inc)
Face of Security. [Insert any legend required by the United States Internal Revenue Code and the regulations thereunderINSERT ANY LEGEND REQUIRED BY THE INTERNAL REVENUE CODE AND THE REGULATIONS THEREUNDER.] [If a Global Security,—insert legend required by Section 204 of the Indenture] [If applicable, insert—UNLESS THIS SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION, TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL IN AS MUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] NO. U.S.$ [CUSIP XXXX XXXXXXXX CORPORATION ______________________ No. ] BRIDGE BANCORP, INC.__________ [$]____________ Xxxx Xxxxxxxx Corporation, a New York corporation duly organized and existing under the laws of Delaware (herein called the "Company", which term includes any successor Person under the Indenture hereinafter referred to), for value received, hereby promises to pay to _________________________________________, or registered assigns, the principal sum of ______________________________ United States Dollars [state other currencyDollars] on ________________________________ [if the Security is to bear interest prior to MaturityIF THE SECURITY IS TO BEAR INTEREST PRIOR TO MATURITY, insert (INSERT --, and to pay interest thereon from _____________, ___ or from the most recent Interest Payment Date to which interest has been paid or duly provided for, [semi-annually in arrears on ___________________ and __________________________ in each year] [annually in arrears on _________________________], commencing ________________________, at the rate of _____________% per annum, until the principal hereof is paid or made available for payment)] payment [if applicable, insert (IF APPLICABLE INSERT --, and (to the extent that the payment of such interest shall be legally enforceable) at the rate of _____________% per annum on any overdue principal and premium and on any overdue installment of interest)]. [If applicable, insert (The amount of interest payable for any period shall be computed on the basis of twelve 30-day months and a 360-day year. The amount of interest payable for any partial period shall be computed on the basis of a 360-day year of twelve 30-day months and the days elapsed in any partial month. In the event that any date on which interest is payable on this Security is not a Business Day, then a payment of the interest payable on such date will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay) with the same force and effect as if made on the date the payment was originally payable. A "Business Day" shall mean, when used with respect to any Place of Payment, each Monday, Tuesday, Wednesday, Thursday and Friday which is not a day on which banking institutions in that Place of Payment are authorized or obligated by law, executive order or regulation to close.)]. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, as provided in such Indenture, be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be the ________________________________ or _______________________________ (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Any such interest not so punctually paid or duly provided for shall will forthwith cease to be payable to the Holder on such Regular Record Date and may either be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which whereof shall be given to Holders holders of Securities of this series not less than 10 days prior to such Special Record Date, or be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Securities of this series may be listed or tradedlisted, and upon such notice as may be required by such exchange or automated quotation systemexchange, all as more fully provided in such said Indenture]. [If the Security is not to bear interest prior to MaturityIF THE SECURITY IS NOT TO BEAR INTEREST PRIOR TO MATURITY, insert (INSERT --. The principal of this Security shall not bear interest except in the case of a default in payment of principal upon acceleration, upon redemption or at Stated Maturity and in such case the overdue principal of this Security shall bear interest at the rate of _____________% per annumannum (to the extent that the payment of such interest shall be legally enforceable), which shall accrue from the date of such default in payment to the date payment of such principal has been made or duly provided for. Interest on any overdue principal shall be payable on demand. Any such interest on any overdue principal that is not so paid on demand shall bear interest at the rate of _____________% per annumannum (to the extent that the payment of such interest shall be legally enforceable), which shall accrue from the date of such demand for payment to the date payment of such interest has been made or duly provided for, and such interest shall also be payable on demand.)] [If a Global Security, insert (Payment of the principal of [(and premium, if any)] ) and [if If applicable, insert—any such] interest on this Security will be made by transfer of immediately available funds to a bank account in _____________ designated by the Holder in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts [state other currency].] [If a Definitive Security, insert (Payment of the principal of [(and premium, if any)] and [if applicable, insert—-- any such] interest on this Security will be made at the office or agency of the Company maintained for that purpose in ______________________, [in such coin or currency [of the United States of America America] as at the time of payment is legal tender for payment of public and private debts] debts [state other currency] [or subject to any laws or regulations applicable thereto and to the right of the Company (as provided in the Indenture) to rescind the designation of any such Paying AgentIF APPLICABLE, at the [main] offices of _____________ in _____________ and _____________ in _____________, or at such other offices or agencies as the Company may designate, by [United States Dollar] [state other currency] check drawn on, or transfer to a [United States Dollar] account maintained by the payee with, a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing at least _____________ days prior to the payment date)] [if applicable, insert (; INSERT --; provided, however, that at the option of the Company payment of interest may be made at the option of the Company by [United States Dollar] [state other currency] check mailed to the addresses address of the Persons Person entitled thereto as such addresses address shall appear in the Security Register]. [IF APPLICABLE, INSERT -- [The Securities of this series are/This Security is] [or by transfer subject to a [United States Dollar] [state other currency] account maintained by the payee with a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing by the Record Date redemption prior to the applicable Interest Payment Date)]Stated Maturity as described on the reverse hereof.] Reference is hereby made to the further provisions of this Security set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. Unless the certificate of authentication hereon has been executed by or on behalf of the Trustee referred to on the reverse hereof by manual signature, this Security shall not be entitled to any benefit under the Indenture or be valid or obligatory for any purpose.
Appears in 1 contract
Samples: Indenture (Dain Rauscher Corp)
Face of Security. Unless otherwise established by or pursuant to a Board Resolution or in one or more indentures supplemental hereto, the face of each Security shall be in substantially the following form: [Insert any legend required by the United States Internal Revenue Code and the regulations thereunderthereunder or by the Commission or by any of its rules and regulations.] [If ---------------------------------- ---------------------------------------- No. $ ---- --------- ETrans LLC, a Global Security,—insert legend required by Section 204 limited liability company duly organized and existing under the laws of the Indenture] State of California [If if applicable, insert—UNLESS THIS SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION, TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL IN AS MUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] NO. U.S.$ [CUSIP No. ] BRIDGE BANCORP, INC.insert - and , a New York corporation --------- duly organized and existing under the laws of the State of ] --------- ---------- (herein called the "Company", Issuer[s]," which term includes any successor Person Person[s] under the Indenture hereinafter referred to), for value received, hereby promises promise[s] [if applicable, insert- ,on a joint and several basis,] to pay to _____________, or registered assigns, the principal sum of _____________ United States Dollars [state other currency] on _____________ ------------ ------------ [if the Security is to bear interest prior to Maturity, insert (-, ----------- and to pay interest thereon from _____________, or from the most recent Interest -------------- Payment Date to which interest has been paid or duly provided for, [semi-annually annually] on _____________ and _____________ in each year, commencing _____________-------- -------- , at the rate of _____________% per annum, until the principal hereof is --------------- --- paid or made available for payment [if applicable, insert -, provided that any principal and premium, and any such installment of interest, which is overdue shall bear interest at the rate of % per annum (to the extent that the --- payment of such interest shall be legally enforceable), from the dates such amounts are due until they are paid or made available for payment)] [if applicable, insert (, and at the rate of _____________% per annum on any overdue principal and premium and on any overdue installment of interest)]. [If applicable, insert (The amount of such interest payable for any period shall be computed on the basis of twelve 30-day months and a 360-day year. The amount of interest payable for any partial period shall be computed on the basis of a 360-day year of twelve 30-day months and the days elapsed in any partial month. In the event that any date on which interest is payable on this Security is not a Business Day, then a payment of the interest payable on such date will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay) with the same force and effect as if made on the date the payment was originally payable. A "Business Day" shall mean, when used with respect to any Place of Payment, each Monday, Tuesday, Wednesday, Thursday and Friday which is not a day on which banking institutions in that Place of Payment are authorized or obligated by law, executive order or regulation to close.)demand]. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, as provided in such Indenture, be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be the _____________ or _____________ -------- -------- (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Any such interest not so punctually paid or duly provided for shall will forthwith cease to be payable to the Holder on such Regular Record Date and may either be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which whereof shall be given to Holders of Securities of this series not less than 10 days prior to such Special Record Date, or be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Securities of this series may be listed or tradedlisted, and upon such notice as may be required by such exchange or automated quotation systemexchange, all as more fully provided in such said Indenture]. [If the Security is not to bear interest prior to Maturity, insert (- The principal of this Security shall not bear interest except in the case of a default in payment of principal upon acceleration, upon redemption or at Stated Maturity and in such case the overdue principal of this Security and any overdue premium shall bear interest at the rate of _____________% per annumannum (to the extent that the payment of ---- such interest shall be legally enforceable), which shall accrue from the date of dates such default in payment to the date payment of such principal has been amounts are due until they are paid or made or duly provided foravailable for payment. Interest on any overdue principal or premium shall be payable on demand. Any such interest on any overdue principal that is not so paid on demand shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such demand for payment to the date payment of such interest has been made or duly provided for, and such interest shall also be payable on demand.)] [If a Global Security, insert (Payment of the principal of [(and premium, if any)] ) and [if applicable, insert—insert - any such] interest on this Security will be made by transfer at the office or agency of immediately available funds to a bank account the Issuer[s] maintained for that purpose in _____________ designated by the Holder , in such coin ---------- or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts [state other currency].] [If a Definitive Securityif applicable, insert (Payment -; provided, however, that at the option of the principal Issuer[s] payment of [(and premium, if any)] and interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register]; [if applicable, insert—any such] interest on this Security insert - provided that payment by wire transfer of immediately available funds will be made required with respect to the principal of and interest, and premium, on [all Securities that are Global Securities and] all [other] Securities the Holders of which shall have provided wire transfer instructions to the Issuer or the Paying Agent if such Holders shall be registered Holders of at the office or agency least $[10,000,000] in principal amount of the Company maintained for that purpose in _____________, [Securities.] Such payment shall be in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts] [state other currency] [or subject to any laws or regulations applicable thereto and to the right of the Company (as provided in the Indenture) to rescind the designation of any such Paying Agent, at the [main] offices of _____________ in _____________ and _____________ in _____________, or at such other offices or agencies as the Company may designate, by [United States Dollar] [state other currency] check drawn on, or transfer to a [United States Dollar] account maintained by the payee with, a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing at least _____________ days prior to the payment date)] [if applicable, insert (; provided, however, that payment of interest may be made at the option of the Company by [United States Dollar] [state other currency] check mailed to the addresses of the Persons entitled thereto as such addresses shall appear in the Security Register] [or by transfer to a [United States Dollar] [state other currency] account maintained by the payee with a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing by the Record Date prior to the applicable Interest Payment Date)].] . Reference is hereby made to the further provisions of this Security set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. Unless the certificate of authentication hereon has been executed by the Trustee referred to on the reverse hereof by manual signature, this Security shall not be entitled to any benefit under the Indenture or be valid or obligatory for any purpose. In Witness Whereof, the Issuer[s] [has][have] caused this instrument to be duly executed. Dated: ETRANS LLC By. ------------------------------------------- By. ------------------------------------------ [if applicable, add signature lines for any additional Issuer] SECTION 203 Form of Reverse of Security. Unless otherwise established by or pursuant to a Board Resolution, or established in an Officer's Certificate or in one or more indentures supplemental hereto, the reverse side of each Security shall be in substantially the following form: This Security is one of a duly authorized issue of securities of the Issuer[s] (herein called the "Securities"), issued and to be issued in one or more series under an Indenture, dated as of (herein called the ---------- "Indenture," which term shall have the meaning assigned to it in such instrument), between the Issuer[s] and , as Trustee (herein called the --------- "Trustee," which term includes any successor trustee under the Indenture), and reference is hereby made to the Indenture for a statement of the respective rights, limitations of rights, duties and immunities thereunder of the Issuer[s], the Trustee and the Holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is one of the series designated on the face hereof [if applicable, insert -, limited in aggregate principal amount to $ ]. ------------ [Insert any applicable redemption terms.] [If the Security is subject to redemption of any kind, insert - In the event of redemption of this Security in part only, a new Security or Securities of this series and of like tenor for the unredeemed portion hereof will be issued in the name of the Holder hereof upon the cancellation hereof.] [If applicable, insert - The Indenture contains provisions for defeasance at any time of [the entire indebtedness of this Security] [or] [certain restrictive covenants and Events of Default with respect to this Security] [, in each case] upon compliance with certain conditions set forth in the Indenture.] [If the Security is not an Original Issue Discount Security, insert - If an Event of Default with respect to Securities of this series shall occur and be continuing, the principal of the Securities of this series may be declared due and payable in the manner and with the effect provided in the Indenture.] [If the Security is an Original Issue Discount Security, insert - If an Event of Default with respect to Securities of this series shall occur and be continuing, an amount of principal of the Securities of this series may be declared due and payable in the manner and with the effect provided in the Indenture. Such amount shall be equal to - insert formula for determining the amount. Upon payment (i) of the amount of principal so declared due and payable and (ii) of interest on any overdue principal, premium and interest (in each case to the extent that the payment of such interest shall be legally enforceable), all of the [Issuer's] [Issuers'] obligations in respect of the payment of the principal of and premium and interest, if any, on the Securities of this series shall terminate.] The Indenture permits, with certain exceptions as therein provided, the amendment thereof and the modification of the rights and obligations of the Issuer[s] and the rights of the Holders of the Securities of each series to be affected under the Indenture at any time by the Issuer[s] and the Trustee with the consent of the Holders of a majority in aggregate principal amount of the Securities at the time Outstanding of each series to be affected. The Indenture also contains provisions permitting the Holders of specified percentages in principal amount of the Securities of each series at the time Outstanding, on behalf of the Holders of all Securities of such series, to waive compliance by the Issuer[s] with certain provisions of the Indenture and certain past defaults under the Indenture and their consequences. Any such consent or waiver by the Holder of this Security shall be conclusive and binding upon such Holder and upon all future Holders of this Security and of any Security issued upon the registration of transfer hereof or in exchange herefor or in lieu hereof, whether or not notation of such consent or waiver is made upon this Security. As provided in and subject to the provisions of the Indenture, the Holder of this Security shall not have the right to institute any proceeding with respect to the Indenture or for the appointment of a receiver or trustee or for any other remedy thereunder, unless such Holder shall have previously given the Trustee written notice of a continuing Event of Default with respect to the Securities of this series, the Holders of not less than 25% in principal amount of the Securities of this series at the time Outstanding shall have made written request to the Trustee to institute proceedings in respect of such Event of Default as Trustee and offered the Trustee indemnity or security satisfactory to it, and the Trustee shall not have received from the Holders of a majority in principal amount of Securities of this series at the time Outstanding a direction inconsistent with such request, and shall have failed to institute any such proceeding, for 60 days after receipt of such notice, request and offer of indemnity. The foregoing shall not apply to any suit instituted by the Holder of this Security for the enforcement of any payment of principal hereof or any premium or interest hereon on or after the respective due dates expressed herein. No reference herein to the Indenture and no provision of this Security or of the Indenture shall alter or impair the obligation of the Issuer[s], which is absolute and unconditional, to pay the principal of and any premium and interest on this Security at the times, place and rate, and in the coin or currency, herein prescribed. As provided in the Indenture and subject to certain limitations therein set forth, the transfer of this Security is registrable in the Security Register, upon surrender of this Security for registration of transfer at the office or agency of the Issuer[s] in any place where the principal of and any premium and interest on this Security are payable, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Issuer[s] and the Security Registrar duly executed by, the Holder hereof or his attorney duly authorized in writing, and thereupon one or more new Securities of this series and of like tenor, of authorized denominations and for the same aggregate principal amount, will be issued to the designated transferee or transferees. The Securities of this series are issuable only in registered form without coupons in denominations of $ and any integral multiple thereof. As ------ provided in the Indenture and subject to certain limitations therein set forth, Securities of this series are exchangeable for a like aggregate principal amount of Securities of this series and of like tenor of a different authorized denomination, as requested by the Holder surrendering the same. No service charge shall be made for any such registration of transfer or exchange, but the Issuer[s] 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 Security for registration of transfer, the Issuer[s], the Trustee and any agent of the Issuer[s] or the Trustee may treat the Person in whose name this Security is registered as the owner hereof for all purposes, whether or not this Security be overdue, and neither the Issuer[s], the Trustee nor any such agent shall be affected by notice to the contrary. All terms used in this Security which are defined in the Indenture shall have the meanings assigned to them in the Indenture.
Appears in 1 contract
Samples: Indenture (Etrans LLC)
Face of Security. Unless otherwise established by or pursuant to a Board Resolution or in one or more indentures supplemental hereto, the face of each Security shall be in substantially the following form: [Insert any legend required by the United States Internal Revenue Code and the regulations thereunderthereunder or by the Commission or by any of its rules and regulations.] [If ------------------------------ ------------------------------------ No. $ ----- --------- GTrans LLC, a Global Security,—insert legend required by Section 204 limited liability company duly organized and existing under the laws of the Indenture] State of California [If if applicable, insert—UNLESS THIS SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION, TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL IN AS MUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] NO. U.S.$ [CUSIP No. ] BRIDGE BANCORP, INC.insert - and , a New York corporation --------- duly organized and existing under the laws of the State of ] --------- ---------- (herein called the "Company", Issuer[s]," which term includes any successor Person Person[s] under the Indenture hereinafter referred to), for value received, hereby promises promise[s] [if applicable, insert- ,on a joint and several basis,] to pay to _____________, or registered assigns, the principal sum of _____________ United States Dollars [state other currency] on _____________ ----------- ---------- [if the Security is to bear interest prior to Maturity, insert (-, and to pay interest thereon from _____________, or from the most recent ------------- Interest Payment Date to which interest has been paid or duly provided for, [semi-annually annually] on _____________ and _____________ in each year, commencing _____________, -------- -------- ------------- at the rate of _____________% per annum, until the principal hereof is paid or made --- available for payment)] payment [if applicable, insert (-, provided that any principal and premium, and any such installment of interest, which is overdue shall bear interest at the rate of _____________% per annum on any overdue principal and premium and on any overdue installment (to the extent that the payment of interest)]. [If applicable, insert (The amount of such --- interest payable for any period shall be computed on legally enforceable), from the basis of twelve 30-day months dates such amounts are due until they are paid or made available for payment, and a 360-day year. The amount of such interest payable for any partial period shall be computed on the basis of a 360-day year of twelve 30-day months and the days elapsed in any partial month. In the event that any date on which interest is payable on this Security is not a Business Day, then a payment of the interest payable on such date will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay) with the same force and effect as if made on the date the payment was originally payable. A "Business Day" shall mean, when used with respect to any Place of Payment, each Monday, Tuesday, Wednesday, Thursday and Friday which is not a day on which banking institutions in that Place of Payment are authorized or obligated by law, executive order or regulation to close.)demand]. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, as provided in such Indenture, be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be the _____________ or _____________ (whether or not a -------- -------- Business Day), as the case may be, next preceding such Interest Payment Date. Any such interest not so punctually paid or duly provided for shall will forthwith cease to be payable to the Holder on such Regular Record Date and may either be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which whereof shall be given to Holders of Securities of this series not less than 10 days prior to such Special Record Date, or be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Securities of this series may be listed or tradedlisted, and upon such notice as may be required by such exchange or automated quotation systemexchange, all as more fully provided in such said Indenture]. [If the Security is not to bear interest prior to Maturity, insert (- The principal of this Security shall not bear interest except in the case of a default in payment of principal upon acceleration, upon redemption or at Stated Maturity and in such case the overdue principal of this Security and any overdue premium shall bear interest at the rate of _____________% per annumannum (to the extent that the payment of ---- such interest shall be legally enforceable), which shall accrue from the date of dates such default in payment to the date payment of such principal has been amounts are due until they are paid or made or duly provided foravailable for payment. Interest on any overdue principal or premium shall be payable on demand. Any such interest on any overdue principal that is not so paid on demand shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such demand for payment to the date payment of such interest has been made or duly provided for, and such interest shall also be payable on demand.)] [If a Global Security, insert (Payment of the principal of [(and premium, if any)] ) and [if applicable, insert—insert - any such] interest on this Security will be made by transfer at the office or agency of immediately available funds to a bank account the Issuer[s] maintained for that purpose in _____________ designated by the Holder , in such coin ---------- or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts [state other currency].] [If a Definitive Securityif applicable, insert (Payment -; provided, however, that at the option of the principal Issuer[s] payment of [(and premium, if any)] and interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register]; [if applicable, insert—any such] interest on this Security insert - provided that payment by wire transfer of immediately available funds will be made required with respect to the principal of and interest, and premium, on [all Securities that are Global Securities and] all [other] Securities the Holders of which shall have provided wire transfer instructions to the Issuer or the Paying Agent if such Holders shall be registered Holders of at the office or agency least $[10,000,000] in principal amount of the Company maintained for that purpose in _____________, [Securities.] Such payment shall be in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts] [state other currency] [or subject to any laws or regulations applicable thereto and to the right of the Company (as provided in the Indenture) to rescind the designation of any such Paying Agent, at the [main] offices of _____________ in _____________ and _____________ in _____________, or at such other offices or agencies as the Company may designate, by [United States Dollar] [state other currency] check drawn on, or transfer to a [United States Dollar] account maintained by the payee with, a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing at least _____________ days prior to the payment date)] [if applicable, insert (; provided, however, that payment of interest may be made at the option of the Company by [United States Dollar] [state other currency] check mailed to the addresses of the Persons entitled thereto as such addresses shall appear in the Security Register] [or by transfer to a [United States Dollar] [state other currency] account maintained by the payee with a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing by the Record Date prior to the applicable Interest Payment Date)].] . Reference is hereby made to the further provisions of this Security set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. Unless the certificate of authentication hereon has been executed by the Trustee referred to on the reverse hereof by manual signature, this Security shall not be entitled to any benefit under the Indenture or be valid or obligatory for any purpose.. In Witness Whereof, the Issuer[s] [has][have] caused this instrument to be duly executed. Dated: GTRANS LLC
Appears in 1 contract
Samples: Indenture (Gtrans LLC)
Face of Security. [Insert any legend required by the United States Internal Revenue Code and the regulations thereunder.] [If a Global Security,—insert legend required by Section 204 of the Indenture] [If applicableBORG-XXXXXX XXXOMOTIVE, insert—UNLESS THIS SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION, TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & COINC. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL IN AS MUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] NO. U.S.$ [CUSIP ___% Senior Notes due 2006 No. ] BRIDGE BANCORP__________ $_______________ Borg-Xxxxxx Xxxomotive, INC.Inc., a New York Delaware corporation (herein called the "Company", which term includes any successor Person under the Indenture hereinafter referred to), for value received, hereby promises to pay to _____________, __ or registered assigns, the principal sum of _____________ United States ___Dollars [state other currency] on _____________ [if , 2006, at the Security is office or agency of the Company referred to bear interest prior to Maturity, insert (below, and to pay interest thereon on __________, 1997 and semi-annually thereafter, on [date] and [date] in each year, from _____________, 1997, or from the most recent Interest Payment Date to which interest has been paid or duly provided for, semi-annually on _____________ and _____________ in each year, commencing _____________, at the rate of _____________% per annum, until the principal hereof is paid or made available for payment)] [if applicable, insert (duly provided for, and (to the extent lawful) to pay on demand interest on any overdue interest at the rate of _____________% per annum on any overdue principal and premium and on any overdue installment of interest)]. [If applicable, insert (The amount of interest payable for any period shall be computed on borne by the basis of twelve 30-day months and a 360-day year. The amount of interest payable for any partial period shall be computed on Securities from the basis of a 360-day year of twelve 30-day months and the days elapsed in any partial month. In the event that any date on which such overdue interest is becomes payable on this Security is not a Business Day, then a to the date payment of the such interest payable on such date will be has been made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay) with the same force and effect as if made on the date the payment was originally payable. A "Business Day" shall mean, when used with respect to any Place of Payment, each Monday, Tuesday, Wednesday, Thursday and Friday which is not a day on which banking institutions in that Place of Payment are authorized or obligated by law, executive order or regulation to close.)]duly provided for. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, as provided in such Indenture, be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be the _____________ [date] or _____________ [date] (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Any such interest not so punctually paid or duly provided for shall forthwith cease to be payable to the Holder on such Regular Record Date Date, and such defaulted interest, and (to the extent lawful) interest on such defaulted interest at the rate borne by the Securities, may either be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on a Special Record 21 14 Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which whereof shall be given to Holders of Securities of this series not less than 10 days prior to such Special Record Date, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Securities of this series may be listed or tradedlisted, and upon such notice as may be required by such exchange or automated quotation systemexchange, all as more fully provided in such said Indenture. [If the Security is not to bear interest prior to Maturity, insert (The principal of this Security shall not bear interest except in the case of a default in payment of principal upon acceleration, upon redemption or at Stated Maturity and in such case the overdue principal of this Security shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such default in payment to the date payment of such principal has been made or duly provided for. Interest on any overdue principal shall be payable on demand. Any such interest on any overdue principal that is not so paid on demand shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such demand for payment to the date payment of such interest has been made or duly provided for, and such interest shall also be payable on demand.)] [If a Global Security, insert (Payment of the principal of [(and premium, if any)] and [if applicable, insert—any such] interest on this Security will be made by transfer of immediately available funds to a bank account in _____________ designated by the Holder in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts [state other currency].] [If a Definitive Security, insert (Payment of the principal of [(and premium, if any)] and [if applicable, insert—any such] interest on this Security will be made at the office or agency of the Company maintained for that purpose in _____________The City of New York, [or at such other office or agency of the Company as may be maintained for such purpose, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts] [state other currency] [or subject to any laws or regulations applicable thereto and to the right of the Company (as provided in the Indenture) to rescind the designation of any such Paying Agent, at the [main] offices of _____________ in _____________ and _____________ in _____________, or at such other offices or agencies as the Company may designate, by [United States Dollar] [state other currency] check drawn on, or transfer to a [United States Dollar] account maintained by the payee with, a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing at least _____________ days prior to the payment date)] [if applicable, insert (; ; provided, however, that payment of interest may be made at the option of the Company (i) by [United States Dollar] [state other currency] check mailed to the addresses address of the Persons Person entitled thereto as such addresses address shall appear in on the Security Register] [Register or (ii) by transfer to a [United States Dollar] [state other currency] an account maintained by the payee with a bank located in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing by the Record Date prior to the applicable Interest Payment Date)].] United States. Reference is hereby made to the further provisions of this Security set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. Unless the certificate of authentication hereon has been duly executed by the Trustee referred to on the reverse hereof by manual signature, this Security shall not be entitled to any benefit under the Indenture Indenture, or be valid or obligatory for any purpose.
Appears in 1 contract
Face of Security. [Insert any legend required by the United States Internal Revenue Code and the regulations thereunderINSERT ANY LEGEND REQUIRED BY THE INTERNAL REVENUE CODE AND THE REGULATIONS THEREUNDER.] [If a Global Security,—insert legend required by Section 204 RELIANT ENERGY, INCORPORATED (Title of the Indenture] [If applicable, insert—UNLESS THIS SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION, TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & COSecurity) No. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL IN AS MUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] NO. U.S.$ [__________ $__________ CUSIP No. ] BRIDGE BANCORP________ Reliant Energy, INC.Incorporated, a New York corporation duly organized and existing under the laws of the State of Texas (herein called the "Company", which term includes any successor Person under the Indenture hereinafter referred to), for value received, hereby promises to pay to _______________, or registered assigns, the principal sum of ____________________ United States Dollars [state other currency] on ____________________ [if the Security is to bear interest prior to Maturity, insert (-- , and to pay interest thereon from _____________, __ or from the most recent Interest Payment Date to which interest has been paid or duly provided for, semi-annually on _____________ and _____________ in each year, commencing _____________, at the rate of _____________% per annum, until the principal hereof is paid or made available for payment)] payment [if applicable, insert (-- , provided that any principal and premium, and any such installment of interest, which is overdue shall bear interest at the rate of _____________% per annum (to the extent permitted by applicable law), from the dates such amounts are due until they are paid or made available for payment, and such interest shall be payable on any overdue principal and premium and on any overdue installment of interest)demand]. [If applicable, insert (-- The amount of interest payable for any period shall be computed on the basis of twelve 30-day months and a 360-day year. The amount of interest payable for any partial period shall be computed on the basis of a 360-day year of twelve 30-day months and the days elapsed in any partial month. In the event that any date on which interest is payable on this Security is not a Business Day, then a payment of the interest payable on such date will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay) with the same force and effect as if made on the date the payment was originally payable. A "Business Day" shall mean, when used with respect to any Place of Payment, each Monday, Tuesday, Wednesday, Thursday and Friday which is not a day on which banking institutions in that Place of Payment are authorized or obligated by law, executive order or regulation to close.)]. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, as provided in such Indenture, be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be the _____________ or _____________ (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Any such interest not so punctually paid or duly provided for shall forthwith cease to be payable to the Holder on such Regular Record Date and may either be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which shall be given to Holders of Securities of this series not less than 10 days prior to such Special Record Date, or be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Securities of this series may be listed or traded, and upon such notice as may be required by such exchange or automated quotation system, all as more fully provided in such Indenture. [If the Security is not to bear interest prior to Maturity, insert (The principal of this Security shall not bear interest except in the case of a default in payment of principal upon acceleration, upon redemption or at Stated Maturity and in such case the overdue principal of this Security shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such default in payment to the date payment of such principal has been made or duly provided for. Interest on any overdue principal shall be payable on demand. Any such interest on any overdue principal that is not so paid on demand shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such demand for payment to the date payment of such interest has been made or duly provided for, and such interest shall also be payable on demand.)] [If a Global Security, insert (Payment of the principal of [(and premium, if any)] and [if applicable, insert—any such] interest on this Security will be made by transfer of immediately available funds to a bank account in _____________ designated by the Holder in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts [state other currency].] [If a Definitive Security, insert (Payment of the principal of [(and premium, if any)] and [if applicable, insert—any such] interest on this Security will be made at the office or agency of the Company maintained for that purpose in _____________, [in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts] [state other currency] [or subject to any laws or regulations applicable thereto and to the right of the Company (as provided in the Indenture) to rescind the designation of any such Paying Agent, at the [main] offices of _____________ in _____________ and _____________ in _____________, or at such other offices or agencies as the Company may designate, by [United States Dollar] [state other currency] check drawn on, or transfer to a [United States Dollar] account maintained by the payee with, a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing at least _____________ days prior to the payment date)] [if applicable, insert (; provided, however, that payment of interest may be made at the option of the Company by [United States Dollar] [state other currency] check mailed to the addresses of the Persons entitled thereto as such addresses shall appear in the Security Register] [or by transfer to a [United States Dollar] [state other currency] account maintained by the payee with a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing by the Record Date prior to the applicable Interest Payment Date)].] Reference is hereby made to the further provisions of this Security set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. Unless the certificate of authentication hereon has been executed by the Trustee referred to on the reverse hereof by manual signature, this Security shall not be entitled to any benefit under the Indenture or be valid or obligatory for any purpose.computed
Appears in 1 contract
Face of Security. EVEREST RE GROUP, LTD. [Insert any legend required by the United States Internal Revenue Code and the regulations thereunder.Title of Security] [If a Global Security,—insert legend required by Section 204 of the Indenture] [If applicable, insert—UNLESS THIS SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION, TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL IN AS MUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] NO. U.S.$ [CUSIP No. ] BRIDGE BANCORP______________ $_______________ EVEREST RE GROUP, INCLTD., a New York corporation company organized and existing under the laws of Bermuda (herein hereinafter called the "Company", which term includes any successor Person under the Indenture hereinafter referred to), for value received, hereby promises to pay to _______________, or registered assigns, the principal sum of _____________ United States Dollars [state other currency] on __________ __, ___ [if the Security is a Global Security, then insert, if applicable--, or such other principal amount represented hereby as may be set forth in the records of the Securities Registrar hereinafter referred to bear interest prior in accordance with the Indenture,] [; provided, however, that the Company may shorten the Stated Maturity of the principal of this Security to Maturity, insert (, and to pay interest thereon from a date not earlier than ________ at any time on one or more occasions, subject to certain conditions specified in Section 315 of the Indenture. The Company further promises to pay interest (and any Additional Amounts on such interest) on said principal sum from , ______, _ or from the most recent Interest Payment Date to which interest has been paid or duly provided for, [quarterly] [semi-annually annually] [if applicable, insert--(subject to deferral as set forth herein)] in arrears on _____________ and _____________ in [insert applicable Interest Payment Dates] of each year, commencing , ______________ , at the rate of _____________% per annum, [if applicable insert--together with Additional Sums, if any, as provided in Section 1006 of the Indenture] until the principal hereof is paid or duly provided for or made available for payment [if applicable, insert--; provided, however, that any overdue principal, premium, Additional Amounts or Additional Sums and any overdue installment of interest shall bear Additional Interest at the rate of % per annum (to the extent that the payment of such interest shall be legally enforceable), compounded [quarterly] [semi-annually], from the dates such amounts are due until they are paid or made available for payment)] [if applicable, insert (, and at the rate of _____________% per annum such interest (including any Additional Interest) and any Additional Amounts with respect thereto shall be payable on any overdue principal and premium and on any overdue installment of interest)demand]. [If applicable, insert (The amount of interest payable for any period shall be computed on the basis of twelve 30-day months and less than a 360-day year. The amount of full interest payable for any partial period shall be computed on the basis of a 360-day year of twelve 30-day months and the actual days elapsed in any a partial monthmonth in such period. In the event that any date on which interest is payable on this Security is not a Business Day, then a payment The amount of the interest payable on such date will for any full interest period shall be made on computed by dividing the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay) with the same force and effect as if made on the date the payment was originally payable. A "Business Day" shall mean, when used with respect to any Place of Payment, each Monday, Tuesday, Wednesday, Thursday and Friday which is not a day on which banking institutions in that Place of Payment are authorized or obligated applicable rate per annum by law, executive order or regulation to close.)[four/two]. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, as provided in such the Indenture, be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interestinterest installment [if applicable insert--, which shall be the _[____________ or _____________ ] (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date]. Any such interest not so punctually paid or duly provided for shall forthwith cease to be payable to the Holder on such Regular Record Date and may either be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which whereof shall be given to Holders of Securities of this series not less than 10 days prior to such Special Record Date, or be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Securities of this series may be listed or tradedlisted, and upon such notice as may be required by such exchange or automated quotation systemexchange, all as more fully provided in such said Indenture. [If applicable, insert--So long as no Event of Default has occurred and is continuing, the Company shall have the right, at any time during the term of this Security, from time to time to defer the payment of interest on this Security is not and any Additional Amounts with respect thereto for up to bear consecutive [quarterly] [semi-annual] interest prior payment periods with respect to Maturityeach deferral period (each an "Extension Period") [If applicable, insert (The insert--, during which Extension Periods the Company shall have the right to make partial payments of interest and any Additional Amounts with respect thereto on any Interest Payment Date, and] at the end of which the Company shall pay all interest then accrued and unpaid including any Additional Interest and any Additional Amounts, as provided below; provided, however, that no Extension Period shall extend beyond the Stated Maturity of the principal of this Security [If Stated Maturity can be shortened or extended, insert--, as then in effect,] and no such Extension Period may end on a date other than an Interest Payment Date; and provided, further, that during any such Extension Period, the Company shall not bear interest except in (i) declare or pay any dividends or distributions on, or redeem, purchase, acquire or make a liquidation payment with respect to, any of the case of a default in Company's capital stock, or (ii) make any payment of principal upon accelerationof or interest or premium, upon if any, on, or any Additional Amounts with respect to, or repay, repurchase or redeem any debt securities of the Company that rank pari passu in all respects with or junior in interest to this Security (other than (a) repurchases, redemptions or other acquisitions of shares of capital stock of the Company in connection with any employment contract, benefit plan or other similar arrangement with or for the benefit of any one or more employees, officers, directors or consultants, in connection with a dividend reinvestment or stockholder stock purchase plan or in connection with the issuance of capital stock of the Company (or securities convertible into or exercisable for such capital stock) as consideration in an acquisition transaction entered into prior to the applicable Extension Period, (b) as a result of an exchange or conversion of any class or series of the Company's capital stock (or any capital stock of a Subsidiary of the Company) for any class or series of the Company's capital stock or of any class or series of the Company's indebtedness for any class or series of the Company's capital stock, (c) the purchase of fractional interests in shares of the Company's capital stock pursuant to the conversion or exchange provisions of such capital stock or the security being converted or exchanged, (d) any declaration of a dividend in connection with any Rights Plan, or the issuance of rights, stock or other property under any Rights Plan, or the redemption or at repurchase of rights pursuant thereto, or (e) any dividend in the form of stock, warrants, options or other rights where the dividend stock or the stock issuable upon exercise of such warrants, options or other rights is the same stock as that on which the dividend is being paid or ranks pari passu with or junior to such stock). Prior to the termination of any such Extension Period, the Company may further defer the payment of interest; provided, however, that no Extension Period shall exceed consecutive [quarterly] [semi-annual] interest payment periods, extend beyond the Stated Maturity and in such case of the overdue principal of this Security or end on a date other than an Interest Payment Date. Upon the termination of any such Extension Period and upon the payment of all accrued and unpaid interest and any Additional Interest then due on and any Additional Amounts with respect thereto any Interest Payment Date, the Company may elect to begin a new Extension Period, subject to the above conditions. No interest shall be due and payable during an Extension Period, except at the end thereof, but each installment of interest that would otherwise have been due and payable during such Extension shall bear Additional Interest (to the extent that the payment of such interest shall be legally enforceable) at the rate of _____________% per annum, which shall accrue compounded [monthly] [quarterly] [semi-annually] and calculated as set forth in the first paragraph of this Security, from the date dates on which amounts would otherwise have been due and payable until paid or made available for payment. The Company shall give the Holder of such default in payment this Security and the Trustee notice of its election to begin any Extension Period at least one Business Day prior to the date payment of such principal has been made or duly provided for. next succeeding Interest Payment Date on any overdue principal shall which interest on this Security would be payable on demand. Any but for such interest on any overdue principal that is not so paid on demand shall bear interest at the rate of _____________% per annum, which shall accrue from the date of such demand for payment to the date payment of such interest has been made or duly provided for, and such interest shall also be payable on demand.)] [If a Global Security, insert (Payment of the principal of [(and premium, if any)] and deferral [if applicable, insert—--or so long as such Securities are held by [insert name of applicable Issuer Trust], at least one Business Day prior to the earlier of (i) the next succeeding date on which Distributions on the Preferred Securities of such Issuer Trust would be payable but for such deferral, and (ii) the date on which the Administrative Trustee of such Issuer Trust is required to give notice to holders of such Preferred Securities of the record date or the date such Distributions are payable]. Payment of the principal of, any such] premium and interest on and Additional Amounts with respect to this Security will be made by transfer at the office or agency of immediately available funds to a bank account in _____________ designated by the Holder Company maintained for that purpose at the Place of Payment, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts [state other currency].] [If a Definitive Security, insert (Payment of the principal of [(and premium, if any)] and [if applicable, insert—any such] interest on this Security will be made at the office or agency of the Company maintained for that purpose in _____________, [in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts] [state other currency] [or subject to any laws or regulations applicable thereto and to the right of the Company (as provided in the Indenture) to rescind the designation of any such Paying Agent, at the [main] offices of _____________ in _____________ and _____________ in _____________, or at such other offices or agencies as the Company may designate, by [United States Dollar] [state other currency] check drawn on, or transfer to a [United States Dollar] account maintained by the payee with, a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing at least _____________ days prior to the payment date)] [if applicable, insert (; insert--; provided, however, that payment of interest may be made at the option of the Company payment of any premium and interest on and any Additional Amounts with respect to this Security may be made (i) by [United States Dollar] [state other currency] check mailed to the addresses address of the Persons Person entitled thereto as such addresses address shall appear in the Security Securities Register] [, or (ii) by wire transfer in immediately available funds at such place and to such account at a [banking institution in the United States Dollar] [state other currency] account maintained as may be designated by the payee with a bank Person entitled thereto as specified in _____________ (so long as the applicable Securities Register; provided that the Paying Agent has shall have received proper satisfactory wire transfer instructions in writing by the Record Date at least 16 days prior to the applicable Interest Payment Date)payment date].] . The indebtedness evidenced by this Security is, to the extent provided in the Indenture, subordinate and junior in right of payment to the prior payment in full of all Senior Indebtedness, and this Security is issued subject to the provisions of the Indenture with respect thereto. Each Holder of this Security, by accepting the same, (a) agrees to and shall be bound by such provisions, (b) authorizes and directs the Trustee on his or her behalf to take such actions as may be necessary or appropriate to effectuate the subordination so provided, and (c) appoints the Trustee his or her attorney-in-fact for any and all such purposes. Each Holder hereof, by his or her acceptance hereof, waives all notice of the acceptance of the subordination provisions contained herein and in the Indenture by each holder of Senior Indebtedness, whether now outstanding or hereafter incurred, and waives reliance by each such holder upon said provisions. Reference is hereby made to the further provisions of this Security set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. Unless the certificate of authentication hereon has been executed by the Trustee referred to on the reverse hereof by manual signature, this Security shall not be entitled to any benefit under the Indenture or be valid or obligatory for any purpose.
Appears in 1 contract
Samples: Junior Subordinated Indenture (Everest Re Capital Trust Iii)
Face of Security. [Insert insert any legend required by the United States Internal Revenue Code and the regulations thereunder.] [If EG&G, INC. No. $____________________ CUSIP No.________ EG&G, Inc., a Global Security,—insert legend required by Section 204 corporation duly organized and existing under the laws of the Indenture] [If applicable, insert—UNLESS THIS SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION, TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL IN AS MUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] NO. U.S.$ [CUSIP No. ] BRIDGE BANCORP, INC., a New York corporation Commonwealth of Massachusetts (herein called the "Company", which term includes any successor Person under the Indenture hereinafter referred to), for value received, hereby promises to pay to ________________, or registered assigns, the principal sum of _______________ United States Dollars [state other currency] on ___________________ [if the Security is to bear interest prior to MaturityIF THE SECURITY IS TO BEAR INTEREST PRIOR TO MATURITY, insert (INSERT --, and to pay interest thereon from _____________, ___ or from the most recent Interest Payment Date to which interest has been paid or duly provided for, semi-annually on _____________ and _____________ in each year, commencing _____________, at the rate of ______________ % per annum, until the principal hereof is paid or made available for payment)] payment [if applicableIF APPLICABLE, insert INSERT -- and (, and to the extent that the payment of such interest shall be legally enforceable) at the rate of _____________% per annum on any overdue principal and premium and on any overdue installment of interest)]. [If applicable, insert (The amount of interest payable for any period shall be computed on the basis of twelve 30-day months and a 360-day year. The amount of interest payable for any partial period shall be computed on the basis of a 360-day year of twelve 30-day months and the days elapsed in any partial month. In the event that any date on which interest is payable on this Security is not a Business Day, then a payment of the interest payable on such date will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay) with the same force and effect as if made on the date the payment was originally payable. A "Business Day" shall mean, when used with respect to any Place of Payment, each Monday, Tuesday, Wednesday, Thursday and Friday which is not a day on which banking institutions in that Place of Payment are authorized or obligated by law, executive order or regulation to close.)]. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, as provided in such Indenture, be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be the _____________ or _____________ (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Any such interest not so punctually paid or duly provided for shall will forthwith cease to be payable to the Holder on such Regular Record Date and may either be paid to the Person in whose name this Security (or one or more Predecessor Securities) is registered at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which whereof shall be given to Holders of Securities of this series not less than 10 days prior to such Special Record Date, or be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the 23 Securities of this series may be listed or tradedlisted, and upon such notice as may be required by such exchange or automated quotation systemexchange, all as more fully provided in such said Indenture]. [If the Security is not to bear interest prior to MaturityIF THE SECURITY IS NOT TO BEAR INTEREST PRIOR TO MATURITY, insert (INSERT -- The principal of this Security shall not bear interest except in the case of a default in payment of principal upon acceleration, upon redemption or at Stated Maturity and in such case the overdue principal of this Security shall bear interest at the rate of _____________% per annumannum (to the extent that the payment of such interest shall be legally enforceable), which shall accrue from the date of such default in payment to the date payment of such principal has been made or duly provided for. Interest on any overdue principal shall be payable on demand. Any such interest on any overdue principal that is not so paid on demand shall bear interest at the rate of _____________% per annumannum (to the extent that the payment of such interest shall be legally enforceable), which shall accrue from the date of such demand for payment to the date payment of such interest has been made or duly provided for, and such interest shall also be payable on demand.)] [If a Global Security, insert (Payment of the principal of [(and premium, if any)] ) and [if applicableIF APPLICABLE, insert—any such] interest on this Security will be made by transfer of immediately available funds to a bank account in _____________ designated by the Holder in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts [state other currency].] [If a Definitive Security, insert (Payment of the principal of [(and premium, if any)] and [if applicable, insert—INSERT -- any such] interest on this Security will be made at the office or agency of the Company maintained for that purpose in _____________, [in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts] debts [state other currency] [or subject to any laws or regulations applicable thereto and to IF APPLICABLE, INSERT -- ; PROVIDED, HOWEVER, that at the right option of the Company (as provided in the Indenture) to rescind the designation of any such Paying Agent, at the [main] offices of _____________ in _____________ and _____________ in _____________, or at such other offices or agencies as the Company may designate, by [United States Dollar] [state other currency] check drawn on, or transfer to a [United States Dollar] account maintained by the payee with, a bank in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing at least _____________ days prior to the payment date)] [if applicable, insert (; provided, however, that payment of interest may be made at the option of the Company by [United States Dollar] [state other currency] check mailed to the addresses address of the Persons Person entitled thereto as such addresses address shall appear in the Security Register] [Register or by wire transfer to a [United States Dollar] [state other currency] an account maintained by the payee with a bank Person entitled thereto as specified in _____________ (so long as the applicable Paying Agent has received proper transfer instructions in writing by Security Register, provided that such Person shall have given the Record Date prior to Trustee written wire instructions.] [IF THE SECURITY IS PAYABLE IN A FOREIGN CURRENCY, INSERT -- the applicable Interest Payment Date)]appropriate provision.] Reference is hereby made to the further provisions of this Security set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. Unless the certificate of authentication hereon has been executed by the Trustee referred to on the reverse hereof by manual signature, this Security shall not be entitled to any benefit under the Indenture or be valid or obligatory for any purpose.
Appears in 1 contract
Samples: Indenture (Eg&g Inc)
