Common use of Forms and Dating Clause in Contracts

Forms and Dating. The Notes and the Trustee's certificate of authentication thereon shall be in substantially the form of Exhibit A and Exhibit B hereto, with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Indenture and may have such letters, numbers or other marks of identification and such legends or endorsements placed thereon as may be required to comply with any applicable law or with the rules of any securities exchange or as may, consistently herewith, be determined by the Officers executing such Notes, as evidenced by their execution thereof. The Notes shall be issuable only in registered form without coupons and only in denominations of $1,000 and integral multiples thereof. The definitive Notes shall be printed, typewritten, lithographed or engraved or produced by any combination of these methods or may be produced in any other manner permitted by the rules of any securities exchange on which the Notes may be listed, all as determined by the officers executing such Notes, as evidenced by their execution of such Notes. Each Note shall be dated the date of its authentication. Initial Notes offered and sold in reliance on Rule 144A shall, except as described in the following paragraph, and, unless the Global Note representing the Initial Notes has theretofore been exchanged for Physical Notes and except as described in the following paragraph, the Exchange Notes shall, be issued initially in the form of one or more permanent global Notes substantially in the form set forth in Exhibit A hereto, each such Note containing the legend relating to global securities set forth in Section 2.09 and, in the case of the Initial Notes, the Private Placement Legend set forth in Section 2.09 (each a "Global Note") deposited with, or on behalf of, the Depositary or with the Trustee, as custodian for the Depositary, duly executed by the Company and authenticated by the Trustee as hereinafter provided. The aggregate principal amount of the Global Note may from time to time be increased or decreased by adjustments made on the records, in the form of Schedule A to the Global Note, of the Depositary or its nominee, or of the Trustee, as custodian for the Depositary or its nominee, as hereinafter provided. Initial Notes offered and sold other than as described in the preceding paragraph, and any Physical Notes issued in exchange for all or a portion of an Exchange Note that is a Global Note, shall be issued in the form of permanent certificated Notes in registered form in substantially the form set forth in Exhibit B hereto (the "Physical Notes"). Notes issued pursuant to Section 2.09 in exchange for interests in the Global Note shall be in the form of Physical Notes. The terms and provisions contained in the form of the Notes, annexed hereto as Exhibits A and B shall constitute, and are hereby expressly made, a part of this Indenture and, to the extent applicable, the Company and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby.

Appears in 2 contracts

Samples: Indenture (Prime Succession Inc), Rose Hills Co

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Forms and Dating. The Notes Initial Securities and the Trustee's certificate of authentication thereon shall be in substantially the form of Exhibit A hereto. The Exchange Securities and the Trustee's certificate of authentication thereon shall be in substantially the form of Exhibit B hereto, with . The Securities may have such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Indenture and may have such letters, numbers or other marks of identification and such legends or endorsements placed thereon as may be required to comply with any applicable law or with the rules of any securities exchange or as may, consistently herewith, be determined by the Officers executing such NotesSecurities, as evidenced by their execution thereof. The Notes Securities shall be issuable only in registered form without coupons and only in principal denominations of $1,000 and integral multiples thereof. The definitive Notes Securities shall be printed, typewritten, lithographed or engraved or produced by any combination of these methods or may be produced in any other manner permitted by the rules of any securities exchange on which the Notes Securities may be listed, all as determined by the officers executing such NotesSecurities, as evidenced by their execution of such NotesSecurities. Each Note Security shall be dated the date of its authentication. Initial Notes offered and sold in reliance on Rule 144A shall, except as described in the following paragraph, and, unless the Global Note representing the Initial Notes has theretofore been exchanged for Physical Notes and except as described in the following paragraph, the Exchange Notes shall, be issued initially in the form of one or more permanent global Notes substantially in the form set forth in Exhibit A hereto, each such Note containing the legend relating to global securities set forth in Section 2.09 and, in the case of the Initial Notes, the Private Placement Legend set forth in Section 2.09 (each a "Global Note") deposited with, or on behalf of, the Depositary or with the Trustee, as custodian for the Depositary, duly executed by the Company and authenticated by the Trustee as hereinafter provided. The aggregate principal amount of the Global Note may from time to time be increased or decreased by adjustments made on the records, in the form of Schedule A to the Global Note, of the Depositary or its nominee, or of the Trustee, as custodian for the Depositary or its nominee, as hereinafter provided. Initial Notes offered and sold other than as described in the preceding paragraph, and any Physical Notes issued in exchange for all or a portion of an Exchange Note that is a Global Note, shall be issued in the form of permanent certificated Notes in registered form in substantially the form set forth in Exhibit B hereto (the "Physical Notes"). Notes issued pursuant to Section 2.09 in exchange for interests in the Global Note shall be in the form of Physical Notes. The terms and provisions contained in the form of the Notes, Securities annexed hereto as Exhibits Exhibit A and Exhibit B shall constitute, and are hereby expressly made, a part of this Indenture and, to the extent applicable, the Company and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. Securities offered and sold in reliance on Rule 144A shall be issued initially in the form of one or more permanent global Securities in registered form, substantially in the form set forth in Exhibit A, deposited with the Trustee, as custodian for the Depositary, duly executed by the Company and authenticated by the Trustee as hereinafter provided and shall bear the legend set forth on Exhibit C (the "Global Security"). The aggregate principal amount of the Global Security may from time to time be increased or decreased by adjustments made on the records of the Trustee, as custodian for the Depositary, as hereinafter provided. Securities offered and sold in offshore transactions in reliance on Regulation S shall be issued in the form of permanent certificated Securities, when permitted under Regulation S, in registered form in substantially the form set forth in Exhibit A (the "Offshore Physical Securities"). Securities offered and sold to institutional "accredited investors" (as defined in Rule 501(a)(1), (2), (3) or (7) under the Securities Act) shall be issued, and Securities offered and sold in reliance on Rule 144A may be issued, in the form of permanent certificated Securities in registered form, in substantially the form set forth in Exhibit A (the "U.S. Physical Securities"). The Offshore Physical Securities and the U.S. Physical Securities are sometimes collectively herein referred to as the "Physical Securities."

Appears in 1 contract

Samples: Unifi Communications Inc

Forms and Dating. The Mortgage Notes and the Indenture Trustee's certificate of authentication thereon shall be in substantially the form of set forth in Exhibit A and Exhibit B hereto, with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Indenture and may have such letters, numbers or other marks of identification and such legends or endorsements placed thereon as may be required to comply with any applicable law or with the rules of any securities exchange or as may, consistently herewith, be determined by the Officers executing such Notes, as evidenced by their execution thereof. The Notes shall be issuable only in registered form without coupons and only in denominations of $1,000 and integral multiples thereof. The definitive Notes shall be printed, typewritten, lithographed or engraved or produced by any combination of these methods or may be produced in any other manner permitted by the rules of any securities exchange on which the Notes may be listed, all as determined by the officers executing such Notes, Mortgage Notes as evidenced by their execution of such the Mortgage Notes. Any such legend or endorsement shall be delivered in writing to the Indenture Trustee by Golden State Petroleum. Each Mortgage Note shall be dated the date of its authentication. The Mortgage Notes will be issued only in fully registered form without coupons, in denominations of $100,000 and multiples of $1,000 in excess thereof. All payments with respect to the Mortgage Notes shall be in United States Dollars. The Serial Notes and Initial Term Notes offered and sold to "qualified institutional buyers" (as defined in reliance on Rule 144A shall, except as described in under the following paragraph, and, unless the Global Note representing the Initial Notes has theretofore been exchanged for Physical Notes and except as described in the following paragraph, the Exchange Notes shall, Securities Act) will be issued initially in the form of one or more permanent global Notes form, substantially in the form set forth in Exhibit A heretoof Exhibits A-1 and A-2, each respectively, attached hereto (including footnotes 1 through 4 thereto), respectively. Each Global Note shall represent such Note containing the legend relating to global securities set forth in Section 2.09 and, in the case of the Outstanding Initial Notes, Notes as shall be specified therein and each shall provide that it shall represent the Private Placement Legend set forth in Section 2.09 (each a "Global Note") deposited with, or on behalf of, the Depositary or with the Trustee, as custodian for the Depositary, duly executed by the Company and authenticated by the Trustee as hereinafter provided. The aggregate principal amount of Outstanding Initial Notes from time to time endorsed thereon and that the Global Note aggregate amount of Outstanding Initial Notes represented thereby may from time to time be increased reduced or decreased increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of Outstanding Initial Notes represented thereby shall be made by adjustments made on the recordsIndenture Trustee or the Note Custodian, at the direction of the Indenture Trustee, in accordance with instructions given by the form of Schedule A to the Global Note, of the Depositary or its nominee, or of the Trustee, Holder thereof as custodian for the Depositary or its nominee, as hereinafter providedrequired by Section 2.8. The Initial Notes offered and sold other than as described in pursuant to Regulation S under the preceding paragraph, and any Physical Notes issued in exchange for all or a portion of an Exchange Note that is a Global Note, shall Securities Act pursuant to the Purchase Agreement will be issued in the form of permanent certificated Notes in registered form in substantially the form set forth in Exhibit B hereto (the "Physical Definitive Notes"). Notes issued pursuant to Section 2.09 in exchange for interests in the Global Note shall be in the form of Physical Notes. The terms and provisions contained in the form of the Notes, annexed hereto as Exhibits A and B shall constitute, and are hereby expressly made, a part of this Indenture and, to the extent applicable, the Company and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby.

Appears in 1 contract

Samples: Management Agreement (Golden State Petro Iom I B PLC)

Forms and Dating. The Initial Notes (including any Global Notes) and the Trustee's certificate of authentication thereon, shall be in substantially the form of Exhibit A hereto. Any Exchange Notes and the Trustee's certificate of authentication thereon shall be in substantially the form of Exhibit A and Exhibit B hereto, with . The Initial Notes and the Exchange Notes may contain such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Indenture and may have such letters, numbers or other marks of identification and such legends or endorsements placed thereon as may be required to comply with any applicable law or with the rules of any securities exchange or as may, consistently herewith, be determined by the Officers executing such Notes, as evidenced by their execution thereof. The Notes shall be issuable only in registered form without coupons and only in denominations of $1,000 in principal amount at maturity and integral multiples thereof. The definitive Notes shall be printed, typewritten, lithographed or engraved or produced by any combination of these methods or may be produced in any other manner permitted by the rules of any securities exchange on which the Notes may be listed, all as determined by the officers executing such Notes, as evidenced by their execution of such Notes. Each Note shall be dated the date of its authentication. Initial Notes offered and sold in reliance on Rule 144A shall, except as described in the following paragraph, and, unless the Global Note representing the Initial Notes has theretofore been exchanged for Physical Notes and except as described in the following paragraph, the Exchange Notes shall, be issued initially in the form of one or more permanent global Notes substantially in the form set forth in Exhibit A hereto, each such Note containing the legend relating to global securities set forth in Section 2.09 and, in the case of the Initial Notes, the Private Placement Legend set forth in Section 2.09 (each a "Global Note") deposited with, or on behalf of, the Depositary or with the Trustee, as custodian for the Depositary, duly executed by the Company and authenticated by the Trustee as hereinafter provided. The aggregate principal amount of the Global Note may from time to time be increased or decreased by adjustments made on the records, in the form of Schedule A to the Global Note, of the Depositary or its nominee, or of the Trustee, as custodian for the Depositary or its nominee, as hereinafter provided. Initial Notes offered and sold other than as described in the preceding paragraph, and any Physical Notes issued in exchange for all or a portion of an Exchange Note that is a Global Note, shall be issued in the form of permanent certificated Notes in registered form in substantially the form set forth in Exhibit B hereto (the "Physical Notes"). Notes issued pursuant to Section 2.09 in exchange for interests in the Global Note shall be in the form of Physical Notes. The terms and provisions contained in the form forms of the Notes, annexed hereto as Exhibits A and B shall constitute, and are hereby expressly made, a part of this Indenture and, to the extent applicable, the Company and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. The Notes are being offered and sold by the Company pursuant to the Purchase Agreement. The Notes are being offered and sold to "qualified institutional buyers" (as defined in Rule 144A under the Securities Act ("Rule 144A")) ("QIBs") in accordance with Rule 144A as provided in the Purchase Agreement and shall be issued on the Issue Date initially in the form of a permanent Global Note substantially in the form set forth in Exhibit A (the "Global Note"). On the Issue Date, the Global Note will be deposited with the Trustee, as custodian for the Depositary, duly executed by the Company and authenticated by the Trustee as hereinafter provided. The aggregate principal amount of the Global Note may from time to time be increased or decreased by adjustments made on the records of the Trustee, as custodian for the Depositary or its nominee, as hereinafter provided in accordance with the Trustee's and Depositary's standard operating procedures.

Appears in 1 contract

Samples: Telegroup Inc

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Forms and Dating. The Notes Securities and the Trustee's certificate of authentication thereon shall be in substantially the form of Exhibit A and Exhibit B hereto, with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Indenture and may have such letters, numbers or other marks of identification and such legends or endorsements placed thereon as may be required to comply with any applicable law or with the rules of any securities exchange or as may, consistently herewith, be determined by the Officers executing such NotesSecurities, as evidenced by their execution thereof. The Notes Securities shall be issuable only in registered form without coupons and only in denominations of $1,000 and integral multiples thereof. The definitive Notes Securities shall be printed, typewritten, lithographed or engraved or produced by any combination of these methods or may be produced in any other manner permitted by the rules of any securities exchange on which the Notes Securities may be listed, all as determined by the officers executing such NotesSecurities, as evidenced by their execution of such NotesSecurities. Each Note Security shall be dated the date of its authentication. Initial Notes Securities offered and sold in reliance on Rule 144A shall, except as described in the following paragraph, and, unless the Global Note representing the Initial Notes has theretofore been exchanged for Physical Notes and except as described in the following paragraph, the Exchange Notes shall, shall be issued initially in the form of one or more permanent global Notes Securities substantially in the form set forth in Exhibit A hereto, each such Note containing hereto (the legend relating to global securities set forth in Section 2.09 and, in the case of the Initial Notes, the Private Placement Legend set forth in Section 2.09 (each a "U.S. Global NoteSecurity") deposited with, or on behalf of, the Depositary or with the Trustee, as custodian for the Depositary, duly executed by the Company and authenticated by the Trustee as hereinafter provided. The aggregate principal amount of the U.S. Global Note Security may from time to time be increased or decreased by adjustments made on the records, in the form of Schedule A to the Global Note, records of the Depositary or its nominee, or of the Trustee, as custodian for the Depositary or its nominee, as hereinafter provided. Initial Notes Securities offered and sold in offshore transactions in reliance on Regulation S shall be issued in the form of a single permanent global Security in registered form substantially in the form set forth in Exhibit A (the "Offshore Global Security") deposited with the Trustee, as custodian for the Depositary, duly executed by the Company and authenticated by the Trustee as hereinafter provided. The aggregate principal amount of the Offshore Global Securities may from time to time be increased or decreased by adjustments made in the records of the Depository or its nominee, or of the Trustee, as custodian for the Depositary or its nominee, as hereinafter provided. Initial Securities offered and sold other than as described in the preceding paragraph, and any Physical Notes issued in exchange for all or a portion of an Exchange Note that is a Global Note, paragraph shall be issued in the form of permanent certificated Notes Securities in registered form in substantially the form set forth in Exhibit B A hereto (the "U.S. Physical NotesSecurities"). Notes Securities issued pursuant to Section 2.09 in exchange for interests in the U.S. Global Note Security or the Offshore Global Security shall be in the form of U.S. Physical NotesSecurities or in the form of permanent certificated Securities in registered form substantially in the form set forth in Exhibit A (the "Offshore Physical Securities"), respectively. The Offshore Physical Securities and U.S. Physical Securities are sometimes collectively herein referred to as the "Physical Securities." The U.S. Global Security and the Offshore Global Security are sometimes referred to as the "Global Securities." The terms and provisions contained in the form of the NotesSecurities, annexed hereto as Exhibits Exhibit A and B shall constitute, and are hereby expressly made, a part of this Indenture and, to the extent applicable, the Company and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby.

Appears in 1 contract

Samples: Interface Inc

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