Common use of Issuance of Definitive Notes Clause in Contracts

Issuance of Definitive Notes. If (a) DTC notifies the Trustee in writing that it is unwilling or unable to continue as the depositary for a Global Note, or that it ceases to be a “clearing agency” registered under the Exchange Act at a time when DTC is required to be so registered in order to act as depository, and in each case the Issuer fails to appoint a successor depositary within 90 days of such notice, or (b) there shall have occurred and be continuing an Event of Default with respect to the Notes and a majority of the Holders of the Notes so request, then the Trustee shall notify all applicable Holders, through DTC, of the occurrence of any such event and of the availability of Definitive Notes to Beneficial Owners. Upon the giving of such notice and the surrender of the Global Notes by DTC, accompanied by registration instructions, the Trustee shall deliver Definitive Notes (which shall be in definitive, fully registered, non-global form without interest coupons) for the Global Notes. If Definitive Notes are to be issued in accordance with this ‎Section 2.8, then the Issuer shall promptly make available to the Trustee a reasonable supply of Definitive Notes. Unless counsel to the Issuer determines otherwise in accordance with Applicable Law and the procedures set forth in ‎Section 2.7(b), any such Definitive Notes shall bear the appropriate transfer-restriction legends. Until Definitive Notes are ready for delivery, the Issuer may prepare and, upon receipt of an Authentication Order and an Officers’ Certificate, and subject to the conditions in ‎Section 10.10, the Trustee shall authenticate temporary Notes. Temporary Notes shall be substantially in the form of Definitive Notes but may have variations that the Issuer considers appropriate for temporary Notes. Without unreasonable delay, the Issuer shall prepare and, upon receipt of written instructions by the Issuer and an Officers’ Certificate, the Trustee shall authenticate Definitive Notes and deliver them in exchange for temporary Notes. Until so exchanged, the Holders of temporary Notes shall have all of the rights and obligations under this Indenture as Holders of Definitive Notes.

Issuance of Definitive Notes. (a) If (ai) DTC notifies the Trustee in writing that it is unwilling or unable to continue as the depositary depository for a Global Note, or that it ceases to be a “clearing agency” registered under the Exchange Act at a time when DTC is required to be so registered in order to act as depositoryAct, and in each case (ii) the Issuer fails is unable to appoint locate a qualified successor depositary depository within 90 days of such notice, or (b) there shall have occurred and be continuing an Event of Default with respect to the Notes and a majority of the Holders of the Notes so request, then the Trustee shall notify all applicable Holders, through DTC, of the occurrence of any such event and of the availability of Definitive Notes to Beneficial Owners. beneficial owners. (b) Upon the giving of such notice and the surrender of the Global Notes by DTC, accompanied by registration instructions, the Trustee shall deliver Definitive Notes (which shall be in definitive, fully registered, non-global form without interest coupons) for the Global Notes. . (c) If Definitive Notes are to be issued in accordance with this ‎Section 2.8, then the Issuer shall promptly make available to the Trustee a reasonable supply of Definitive Notes. . (d) Unless counsel to the Issuer determines otherwise in accordance with Applicable Law and the procedures set forth in ‎Section 2.7(b), any such Definitive Notes shall bear the appropriate transfer-restriction legends. In addition, in the event that the Global Note(s) is exchanged for Definitive Notes, an announcement of such exchange will be made by or on behalf of the Issuer through the SGX-ST. (e) Such announcement will include all material information with respect to the delivery of the Definitive Notes including details of the paying agent and listing agent in Singapore. (f) Until Definitive Notes are ready for delivery, the Issuer may prepare and, upon receipt of an Authentication Order and an Officers’ Certificate, and subject to written instructions by the conditions in ‎Section 10.10Issuer, the Trustee shall authenticate temporary Notes. . (g) Temporary Notes shall be substantially in the form of Definitive Notes but may have variations that the Issuer considers appropriate for temporary Notes. Without unreasonable delay, the Issuer shall prepare and, upon receipt of written instructions by the Issuer and an Officers’ Certificate, the Trustee shall authenticate Definitive Notes and deliver them in exchange for temporary Notes. Until so exchanged, the Holders of temporary Notes shall have all of the rights and obligations under this Indenture as Holders of Definitive Notes.

Issuance of Definitive Notes. If (a) If: (i) DTC (or its replacement(s) pursuant to this Section 2.12) notifies the Indenture Trustee in writing (with a copy to the Company) that it is unwilling or unable to continue as the depositary for a Global Note, Note or that it ceases to be a “clearing agency” registered under the Exchange Act at a time when DTC is required to be so registered in order to act as depositoryAct, and in each case (ii) the Issuer fails Company is unable to appoint locate a qualified successor depositary as a clearing agency within 90 days of the Indenture Trustee’s receipt of such notice, then the Company shall send a notice to DTC (or such successor) for further delivery by DTC (bor such successor) there shall have occurred and be continuing an Event of Default with respect to the Notes and a majority of the Holders of Beneficial Owners holding interests in the Notes so request, then the Trustee shall notify all applicable Holders, through DTC, DTC (or such successor) of the occurrence of any such event and of the availability of Definitive Notes to such Beneficial Owners. Upon the giving of such notice and the surrender of the Global Notes by DTC, DTC (or its replacement(s) pursuant to this paragraph) accompanied by registration instructions, the Company shall issue and the Indenture Trustee shall deliver authenticate Definitive Notes (which shall be in definitive, fully registered, non-global form without interest coupons) to replace such Global Note and the Indenture Trustee shall instruct the Indenture Trustee’s Representative in Argentina so to update the Register (upon receipt of which instruction the Indenture Trustee’s Representative in Argentina shall so update the Register). (b) In addition to Section 2.12(a), at any time during the existence of a Default, any Beneficial Owner may, by delivery of direction to the Indenture Trustee through DTC (or its replacement(s) pursuant to Section 2.12(a)), request the delivery of a Definitive Note with respect to all or any portion of the beneficial interests in the Notes owned by such Beneficial Owner. Any such direction must be accompanied by related registration instructions and the surrender of the applicable Global Note. Upon receipt of such direction and Global Note: (i) the Indenture Trustee shall request the Company to issue Definitive Notes (which shall be in definitive, fully registered, non-global form without interest coupons) to such Beneficial Owner in an amount equal to such beneficial interests in the Notes (which Notes the Company shall promptly deliver to the Indenture Trustee for authentication and delivery to the applicable Beneficial Owner)), (ii) to the extent that any principal will still be held by DTC (or its replacement(s) pursuant to Section 2.12(a)) or their/its nominee, the Indenture Trustee shall authenticate and deliver a new Global Note to DTC (or such replacement(s) or nominee) for such amount, and (iii) the Indenture Trustee shall instruct the Argentine Collateral Trustee to revise the Register accordingly. (c) Upon issuance of Definitive Notes in accordance with this Section, all references to obligations imposed upon or to be performed by DTC (or its replacement(s) pursuant to Section 2.12(a)) shall be deemed to be imposed upon and performed by the Indenture Trustee, to the extent applicable with respect to such Definitive Notes, and the Indenture Trustee shall recognize the holders of the Definitive Notes as Noteholders hereunder. If Definitive Notes are to be issued in accordance with this ‎Section 2.8Section 2.12, then the Issuer Company shall promptly make available to the Indenture Trustee a reasonable supply of Definitive Notes. Unless counsel to the Issuer determines otherwise Company provides an Opinion of Counsel that it is not necessary in accordance with Applicable Law and the procedures set forth in ‎Section 2.7(bSection 2.11(b), any such Definitive Notes shall bear the appropriate transfer-restriction legends. Until Definitive Notes are ready for delivery, the Issuer may prepare and, upon receipt of an Authentication Order and an Officers’ Certificate, and subject to the conditions in ‎Section 10.10, the Trustee shall authenticate temporary Notes. Temporary Notes shall be substantially in the form of Definitive Notes but may have variations that the Issuer considers appropriate for temporary Notes. Without unreasonable delay, the Issuer shall prepare and, upon receipt of written instructions by the Issuer and an Officers’ Certificate, the Trustee shall authenticate Definitive Notes and deliver them in exchange for temporary Notes. Until so exchanged, the Holders of temporary Notes shall have all of the rights and obligations under this Indenture as Holders of Definitive Notes.

Issuance of Definitive Notes. If (a) the Issuer or DTC notifies the Trustee in writing that it DTC is unwilling or unable to continue as the depositary depository for a Global Note, or that it ceases to be registered as a “clearing agency” registered under the Exchange Act at a time when DTC is required to be so registered in order to act as depository, and in each case the Issuer fails is unable to appoint a qualified successor depositary depository within 90 days of such notice, ; or (b) there shall have occurred and be continuing an Event of Default with respect has occurred and is continuing and the Trustee has received a request from DTC to the Notes and a majority of the Holders of the Notes so requestissue Definitive Notes, then the Trustee shall notify all applicable Holders, through DTC, of the occurrence of any such event and of the availability of Definitive Notes to Beneficial Owners. Upon the giving of such notice and the surrender of the Global Notes by DTC, accompanied by registration instructions, the Issuer shall issue and the Trustee shall deliver Definitive Notes (which shall be in definitive, fully registered, non-global form without interest coupons) for the Global Notes. If Definitive Notes are to be issued in accordance with this ‎Section Section 2.8, then the Issuer shall promptly make available to the Trustee a reasonable supply of Definitive Notes. Unless counsel to the Issuer determines otherwise in accordance with Applicable Law and the procedures set forth in ‎Section Section 2.7(b), any such Definitive Notes shall bear the appropriate transfer-restriction legends. Until Definitive Notes are ready for delivery, the Issuer may prepare and, upon receipt of an Authentication Order and an Officers’ Certificate, and subject to written instructions by the conditions in ‎Section 10.10Issuer, the Trustee shall authenticate temporary Notes. Temporary Notes shall be substantially in the form of Definitive Notes but may have variations that the Issuer considers appropriate for temporary Notes. Without unreasonable delay, the Issuer shall prepare and, upon receipt of written instructions by the Issuer and an Officers’ CertificateIssuer, the Trustee shall authenticate Definitive Notes and deliver them in exchange for temporary Notes. Until so exchanged, the Holders of temporary Notes shall have all of the rights and obligations under this Indenture as Holders of Definitive Notes.

Issuance of Definitive Notes. If (a) DTC A Global Note deposited with the Depository or with the Securities Custodian pursuant to Section 1.02 shall be transferred to the beneficial owners thereof in the form of Definitive Notes in an aggregate principal amount equal to the principal amount of such Global Note, in exchange for such Global Note, only if such transfer complies with Section 2.03 and (i) the Depository notifies the Trustee in writing Company that it is unwilling or unable to continue as the depositary Depository for a such Global Note, Note or that it if at any time such Depository ceases to be a “"clearing agency” " registered under the Exchange Act at a time when DTC is required to be so registered in order to act as depository, and in each case the Issuer fails to appoint a successor depositary is not appointed by the Company within 90 days of such notice, or (bii) there shall have occurred and be continuing an Event of Default with respect has occurred and is continuing or (iii) the Company, in its sole discretion, notifies the Trustee in writing that it elects to cause the issuance of Definitive Notes under this First Supplemental Indenture. (b) Any Global Note that is transferable to the Notes beneficial owners thereof pursuant to this Section 2.09 shall be surrendered by the Depository to the Trustee located in New York, New York, to be so transferred, in whole or from time to time in part, without charge, and a majority of the Holders of the Notes so request, then the Trustee shall notify all applicable Holdersauthenticate and deliver, upon such transfer of each portion of such Global Note, an equal aggregate principal amount of Definitive Notes of authorized denominations. Any portion of a Global Note transferred pursuant to this Section 2.09 shall be executed, authenticated and delivered only in denominations of $1,000 and any integral multiple thereof and registered in such names as the Depository shall direct. Any Definitive Note delivered in exchange for an interest in the Global Note shall, except as otherwise provided by Section 2.05, bear the restricted notes legend set forth in Exhibit A hereto. (c) Subject to the provisions of this Section 2.09, the registered Holder of a Global Note may grant proxies and otherwise authorize any Person, including Agent Members and Persons that may hold interests through DTCAgent Members, to take any action that a Holder is entitled to take under this First Supplemental Indenture or the Indenture or the Notes. (d) In the event of the occurrence of any such event and of the availability of Definitive Notes to Beneficial Owners. Upon the giving of such notice and the surrender of the Global Notes by DTC, accompanied by registration instructionsevents specified in Section 2.09(a), the Trustee shall deliver Definitive Notes (which shall be in definitive, fully registered, non-global form without interest coupons) for the Global Notes. If Definitive Notes are to be issued in accordance with this ‎Section 2.8, then the Issuer shall Company will promptly make available to the Trustee a reasonable supply of Definitive Notes. Unless counsel to the Issuer determines otherwise Notes in accordance with Applicable Law and the procedures set forth in ‎Section 2.7(b)definitive, any such Definitive Notes shall bear the appropriate transfer-restriction legends. Until Definitive Notes are ready for delivery, the Issuer may prepare and, upon receipt of an Authentication Order and an Officers’ Certificate, and subject to the conditions in ‎Section 10.10, the Trustee shall authenticate temporary Notes. Temporary Notes shall be substantially in the fully registered form of Definitive Notes but may have variations that the Issuer considers appropriate for temporary Notes. Without unreasonable delay, the Issuer shall prepare and, upon receipt of written instructions by the Issuer and an Officers’ Certificate, the Trustee shall authenticate Definitive Notes and deliver them in exchange for temporary Notes. Until so exchanged, the Holders of temporary Notes shall have all of the rights and obligations under this Indenture as Holders of Definitive Noteswithout interest coupons.

Issuance of Definitive Notes. If (a) DTC notifies the Trustee in writing that it is unwilling or unable to continue as the depositary for a Global Note, or that it ceases to be a “clearing agency” registered under the Exchange Act at a time when DTC is required to be so registered in order to act as depository, and in each case the Issuer fails to appoint a successor depositary within 90 days of such notice, or (b) there shall have occurred and be continuing an Event of Default with respect to the Notes and a majority of the Holders of the Notes so request, then the Trustee shall notify all applicable Holders, through DTC, of the occurrence of any such event and of the availability of Definitive Notes to Beneficial Owners. Upon the giving of such notice and the surrender of the Global Notes by DTC, accompanied by registration instructions, the Trustee shall deliver Definitive Notes (which shall be in definitive, fully registered, non-global form without interest coupons) for the Global Notes. If Definitive Notes are to be issued in accordance with this ‎Section Section 2.8, then the Issuer shall promptly make available to the Trustee a reasonable supply of Definitive Notes. Unless counsel to the Issuer determines otherwise in accordance with Applicable Law and the procedures set forth in ‎Section Section 2.7(b), any such Definitive Notes shall bear the appropriate transfer-restriction legends. Until Definitive Notes are ready for delivery, the Issuer may prepare and, upon receipt of an Authentication Order and an Officers’ Officer’s Certificate, and subject to the conditions in ‎Section 10.10Section 12.10, the Trustee shall authenticate temporary Notes. Temporary Notes shall be substantially in the form of Definitive Notes but may have variations that the Issuer considers appropriate for temporary Notes. Without unreasonable delay, the Issuer shall prepare and, upon receipt of written instructions by the Issuer and an Officers’ Officer’s Certificate, the Trustee shall authenticate Definitive Notes and deliver them in exchange for temporary Notes. Until so exchanged, the Holders of temporary Notes shall have all of the rights and obligations under this Indenture as Holders of Definitive Notes.

Issuance of Definitive Notes. If (a) DTC A Global Note deposited with the Depository or with the Securities Custodian pursuant to Section 1.02 shall be transferred to the beneficial owners thereof in the form of Definitive Notes in an aggregate principal amount equal to the principal amount of such Global Note, in exchange for such Global Note, only if such transfer complies with Section 2.03 and (i) the Depository notifies the Trustee in writing Companies that it is unwilling or unable to continue as the depositary Depository for a such Global Note, Note or that it if at any time such Depository ceases to be a “"clearing agency” " registered under the Exchange Act at a time when DTC is required to be so registered in order to act as depository, and in each case the Issuer fails to appoint a successor depositary is not appointed by the Companies within 90 days of such notice, or (bii) there shall have occurred and be continuing an Event of Default with respect has occurred and is continuing or (iii) the Companies, in their sole discretion, notify the Trustee in writing that they elect to cause the issuance of Definitive Notes under this First Supplemental Indenture. (b) Any Global Note that is transferable to the Notes beneficial owners thereof pursuant to this Section 2.09 shall be surrendered by the Depository to the Trustee located in New York, New York, to be so transferred, in whole or from time to time in part, without charge, and a majority of the Holders of the Notes so request, then the Trustee shall notify all applicable Holdersauthenticate and deliver, upon such transfer of each portion of such Global Note, an equal aggregate principal amount of Definitive Notes of authorized denominations. Any portion of a Global Note transferred pursuant to this Section 2.09 shall be executed, authenticated and delivered only in denominations of $1,000 and any integral multiple thereof and registered in such names as the Depository shall direct. Any Definitive Note delivered in exchange for an interest in the Global Note shall, except as otherwise provided by Section 2.05, bear the restricted notes legend set forth in Exhibit A hereto. (c) Subject to the provisions of this Section 2.09, the registered Holder of a Global Note may grant proxies and otherwise authorize any Person, including Agent Members and Persons that may hold interests through DTCAgent Members, to take any action that a Holder is entitled to take under this First Supplemental Indenture or the Indenture or the Notes. (d) In the event of the occurrence of any such event and of the availability of Definitive Notes to Beneficial Owners. Upon the giving of such notice and the surrender of the Global Notes by DTC, accompanied by registration instructionsevents specified in Section 2.09(a), the Trustee shall deliver Definitive Notes (which shall be in definitive, fully registered, non-global form without interest coupons) for the Global Notes. If Definitive Notes are to be issued in accordance with this ‎Section 2.8, then the Issuer shall Companies will promptly make available to the Trustee a reasonable supply of Definitive Notes. Unless counsel to the Issuer determines otherwise Notes in accordance with Applicable Law and the procedures set forth in ‎Section 2.7(b)definitive, any such Definitive Notes shall bear the appropriate transfer-restriction legends. Until Definitive Notes are ready for delivery, the Issuer may prepare and, upon receipt of an Authentication Order and an Officers’ Certificate, and subject to the conditions in ‎Section 10.10, the Trustee shall authenticate temporary Notes. Temporary Notes shall be substantially in the fully registered form of Definitive Notes but may have variations that the Issuer considers appropriate for temporary Notes. Without unreasonable delay, the Issuer shall prepare and, upon receipt of written instructions by the Issuer and an Officers’ Certificate, the Trustee shall authenticate Definitive Notes and deliver them in exchange for temporary Notes. Until so exchanged, the Holders of temporary Notes shall have all of the rights and obligations under this Indenture as Holders of Definitive Noteswithout interest coupons.