Global Certificates Sample Clauses

Global Certificates. The Regular Certificates, upon original issuance, shall be issued in the form of one or more typewritten Certificates representing the Global Certificates, to be delivered to the Depository by or on behalf of the Contract Seller. Such Global Certificates shall initially be registered on the Certificate Register in the name of the Depository or its nominee, and no Certificate Owner will receive a definitive certificate representing such Certificate Owner's interest in such Certificates, except as provided in Section 6.08. Unless and until definitive, fully registered Certificates ("Definitive Certificates") have been issued to the Certificate Owners of such Certificates pursuant to Section 6.08: (a) the provisions of this Section shall be in full force and effect; (b) the Contract Seller, the Servicer and the Trustee may treat the Depository and the Depository Participants for all purposes as the authorized representative of the respective Certificate Owners of such Certificates and, in the case of distributions, with the Depository as the authorized representative of the Depository Participants and the Certificate Owners; (c) registration of the Global Certificates may not be transferred by the Trustee except to another Depository; (d) the rights of the respective Certificate Owners of such Certificates shall be exercised only through the Depository and the Depository Participants and shall be limited to those established by law and agreements between the Owners of such Certificates and the Depository and/or the Depository Participants. Pursuant to the Depository Agreement, unless and until Definitive Certificates are issued with respect to the Class A Certificates pursuant to Section 6.08, the Depository will make book-entry transfers among the Depository Participants and receive and transmit distributions of principal and interest on the related Certificates to such Depository Participants; (e) the Depository may collect its usual and customary fees, charges and expenses from its Depository Participants; (f) the Trustee may rely and shall be fully protected in relying upon information furnished by the Depository with respect to its Depository Participants; and (g) to the extent that the provisions of this Section conflict with any other provisions of this Agreement, the provisions of this Section shall control. For purposes of any provision of this Agreement requiring or permitting actions with the consent of, or at the direction of, Certificateholders e...

Global Certificates. The Trust and the Sponsor will enter into the Depository Agreement pursuant to which the Depository will act as securities depository for Units of each Fund. Units of each Fund will be represented by the Global Certificates (which may consist of one or more certificates as required by the Depository), which will be registered, as the Depository shall direct, in the name of Cede & Co., as nominee for the Depository and deposited with, or on behalf of, the Depository. No other certificates evidencing Units will be issued. The Global Certificates for each Fund shall be in the form attached hereto as Exhibit A or described therein and shall represent such Units as shall be specified therein, and may provide that it shall represent the aggregate amount of outstanding Units of a Fund from time to time endorsed thereon and that the aggregate amount of outstanding Units represented thereby may from time to time be increased or decreased to reflect creations or redemptions of Baskets. Any endorsement of a Global Certificate to reflect the amount, or any increase or decrease in the amount, of outstanding Units represented thereby shall be made in such manner and upon instructions given by the Sponsor on behalf of the Trust as specified in the Depository Agreement.

Global Certificates. Each class of Junior Subordinate Certificates offered and sold to QIBs in reliance on Rule 144A shall be issued initially in the form of one or more Global Certificates (the "Rule 144A Global Certificates"), which shall be deposited on behalf of the purchasers of the Book-Entry Certificates represented thereby with the Trustee, as custodian for the Depository, and registered in the name of the Depository or a nominee of the Depository, duly executed and authenticated by the Trustee (or any duly appointed Authenticating Agent). The aggregate principal amount of the Rule 144A Global Certificates may from time to time be increased or decreased by adjustments made on the records of the Certificate Registrar and the Depository or its nominee as hereinafter provided. Each class of the Junior Subordinate Certificates offered and sold in reliance on Regulation S shall be issued initially, and during the "40 day distribution compliance period" described below remain, in the form of temporary Global Certificates (the "Regulation S Temporary Global Certificates"), which shall be deposited on behalf of the purchasers of the Book-Entry Certificates represented thereby with the Trustee, as custodian for the Depository, and registered in the name of the Depository or the nominee of the Depository for the investors' respective accounts at the Euroclear Operator or Clearstream, Luxembourg, duly executed and authenticated by the Trustee (or any duly appointed Authentication Agent) as hereinafter provided. The "40 day distribution compliance period" (as defined in Regulation S) shall be terminated upon the later of (i) 40 days after the Closing Date and (ii) receipt by the Trustee of a written certificate from the Depository, together with copies of certificates from the Euroclear Operator and Clearstream, Luxembourg, certifying that they have received certification of non-United States beneficial ownership of 100% of the aggregate principal amount of the Regulation S Temporary Global Certificates (except to the extent of any beneficial owners thereof who will take delivery of a beneficial ownership interest in a Rule 144A Global Certificate, all as contemplated by Section 5.12(a)(ii)). Following the termination of the 40 day distribution compliance period, beneficial interests in the Regulation S Temporary Global Certificates shall be exchanged for beneficial interests in permanent Global Certificates (the "Regulation S Permanent Global 87 Certificates"), which will be depo...

Global Certificates block voting instruction (a) A holder of a Note (not being a Note in respect of which a voting certificate has been issued) represented by a Global Certificate may require the Fiscal Agent to issue a block voting instruction in respect of the Note by first instructing the relevant clearing system to procure that the votes attributable to the holder's Note(s) should be cast at the meeting in a particular way in relation to the resolution or resolutions to be put to the meeting. Any such instruction shall be given in accordance with the rules of the relevant clearing system then in effect. Subject to receipt by the Fiscal Agent, no later than 24 hours before the time for which the meeting is convened, of (i) instructions from the relevant clearing system, (ii) notification of the nominal amount of the Notes in respect of which instructions have been given and (iii) the manner in which the votes attributable to the Notes should be cast, the Fiscal Agent shall, without any obligation to make further enquiry, attend the meeting and cast votes in accordance with those instructions. (b) Each block voting instruction shall be deposited by the relevant Paying Agent at the place specified by the Fiscal Agent for the purpose not less than 24 hours before the time appointed for holding the meeting or adjourned meeting at which the proxies named in the block voting instruction propose to vote, and in default the block voting instruction shall not be treated as valid unless the Chairman of the meeting decides otherwise before the meeting or adjourned meeting proceeds to business. A notarially certified copy of each block voting instruction shall (if so requested by the Issuer) be deposited with the Issuer before the start of the meeting or adjourned meeting but the Issuer shall not as a result be obliged to investigate or be concerned with the validity of or the authority of the proxies named in the block voting instruction. (c) Any vote given in accordance with the terms of a block voting instruction shall be valid notwithstanding the previous revocation or amendment of the block voting instruction or of any of the instructions of the relevant Noteholder or the relevant clearing system (as the case may be) pursuant to which it was executed provided that no indication in writing of any revocation or amendment has been received from the relevant Paying Agent by the Issuer at its registered office by the time being 24 hours before the time appointed for holding the meetin...

Global Certificates. The Notes will initially be represented by the Global Certificates in the aggregate principal amount of U.S$700,000,000 which shall be deposited with a depositary common to both Euroclear and Clearstream. The Global Certificates will be exchangeable for Definitive Certificates only in the circumstances set out in the Global Certificates.

Global Certificates. 71 Section 6.07 Notices to Depository........................................ 72 Section 6.08 Definitive Certificates...................................... 72

Global Certificates. If Securities of or within a Series are represented in whole or in part by one or more Global Certificates, any such Global Certificate may provide that it shall represent the aggregate amount of Outstanding Securities from time to time endorsed thereon and may also provide that the aggregate amount of Outstanding Securities represented thereby may, from time to time, be reduced or increased to reflect exchanges and transfers of such Securities. Any endorsement of a Global Certificate representing a Security in global form to reflect the amount, or any increase or decrease in the amount, or changes in the rights of Holders, of Outstanding Securities represented thereby, shall be made in such manner and by such Person or Persons as shall be specified therein or in the written order of the Company to be delivered to the Trustee pursuant to Section 2.4 hereof. Subject to the provisions of Section 2.4 hereof, the Trustee shall deliver and redeliver any Global Certificate in the manner and upon instructions given by the Person or Persons specified therein or in the applicable written order of the Company. Any instructions by the Company with respect to endorsement, delivery or redelivery of a Global Certificate shall be in writing but need not comply with Section 12.5 hereof and need not be accompanied by an Opinion of Counsel. Notwithstanding the provisions of Section 3.1 hereof, unless otherwise specified as contemplated by Section 2.4 hereof, payment of principal of and interest on any Security represented by a Global Certificate shall be made to the Person or Persons specified in such Global Certificate.

Global Certificates. Notwithstanding any provision to the contrary herein, so long as a Global Certificate remains outstanding and is (i) held by MGTB or otherwise held by or on behalf of the Common Depositary or (ii) held by the FAST Custodian or otherwise held by or on behalf of DTC or Cede or on behalf of DTC, transfers of a Global Certificate or a beneficial interest therein, in whole or in part, shall only be made in accordance with this Section 2.03(b)(i).

Global Certificates. Subject to clauses (ii), (iii) and (iv) of this subsection (b), transfers of a Global Certificate shall be limited to transfers of such Global Note in whole, but not in part, to nominees of DTC or to a successor of DTC or such successor's nominee.

Global Certificates. (a) Notwithstanding anything to the contrary in the Agreement or the Series 1996-7 Supplement, the Class A Certificates will initially be issued in the form of a single temporary global certificate (the "Class A Temporary ----------------- Global Certificate") in bearer form, without interest coupons, in the ------------------ denomination of the entire aggregate principal amount of the Class A Certificates and substantially in the form set forth in Exhibit A-1. The Class ----------- A Temporary Global Certificate will be executed by the Transferor and delivered to the Trustee and authenticated and delivered by the Trustee or its agent to the Common Depositary outside the United States for credit to the respective accounts of the Foreign Clearing Agencies and will be exchanged as described in Section 6.16(a) for a single permanent global certificate (the "Class A ------- Permanent Global Certificate") in bearer form substantially in the form of ---------------------------- Exhibit A-2. ----------- (b) Notwithstanding anything to the contrary in the Agreement or the Series 1996-7 Supplement, the Class B Certificates will initially be issued in the form of a single temporary global certificate (the "Class B Temporary Global ------------------------ Certificate" and together with the Class A Temporary Global Certificate, the ----------- "Temporary Global Certificates") in bearer form, without interest coupons, in ----------------------------- the denomination of the entire aggregate principal amount of the Class B Certificates and substantially in the form set forth in Exhibit B-1. The Class B ----------- Temporary Global Certificate will be executed by the Transferor and delivered to the Trustee and authenticated and delivered by the Trustee or its agent to the Common Depositary outside the United States for credit to the respective accounts of the Foreign Clearing Agencies and will be exchanged as described in Section 6.16(b) for a single permanent global certificate (the "Class B ------- Permanent Global Certificate") in bearer form substantially in the form of ---------------------------- Exhibit B-2. ----------- (c) No interest will be paid in respect of any beneficial interest in the Temporary Global Certificates and no exchange of an interest in the Temporary Global Certificates for an interest in the applicable Permanent Global Certificate may occur until the person entitled to receive such interest in the applicable Permanent Global Certificate provi...