Negotiability, Transfer and Registry. (a) The Bonds may be transferred and title thereto shall pass, only in the manner provided and as set forth in paragraph (c) below. The Issuer hereby designates the Trustee as initial Bond Registrar to keep the books for the registration and for the transfer of Bonds as provided in this Indenture. All Bonds presented for transfer, exchange, redemption or payment, shall be accompanied by a written instrument or instruments of transfer or authorization for exchange, in form and with guaranty of signature satisfactory to the Trustee, duly executed by the Registered Owner or by his attorney duly authorized in writing. No charge shall be made to the Registered Owner for the transfer and registration of the Bonds except for a sum sufficient to pay any tax, fee or governmental charge that may be imposed with respect thereto. (b) The Issuer, the Trustee, the Bond Registrar and any Paying Agent may deem and treat the Registered Owner of any registered Bond as the absolute owner of such Bond for the purpose of receiving any payment on such Bond and for all other purposes of this Indenture and the Loan Agreement, whether payment of such Bond shall be current or not, and neither the Issuer, nor the Trustee, nor the Bond Registrar nor any Paying Agent shall be affected by any notice to the contrary. Payment of, or on account of, the principal of and interest and premium, if any, on any registered Bond shall be made to such Registered Owner or upon his written order. All such payments shall be valid and effectual to satisfy and discharge the liability upon such Bond to the extent of the sum or sums so paid. (c) The Bonds shall be initially registered in the name of the Purchaser as to principal and interest on the books kept by the Bond Registrar. Following the Term Note Date, upon surrender for transfer of any Bond at the office of the Bond Registrar, the Issuer shall execute and the Trustee shall authenticate and deliver in the name of the transferee or transferees, one or more new fully registered Bonds of the same Series for the aggregate principal amount which the Registered Owner is entitled to receive. (d) The Registered Owner of the Series 2004 Bonds will pledge the Series 2004 Bonds to the Senior Notes Trustee to secure payments of the Senior Notes and such security interest shall be noted on the face of the Series 2004 Bonds. At the option of the Registered Owners, Bonds of any Series may be exchanged for other Bonds of such Series of any authorized denomination, of a like aggregate principal amount, upon surrender of the Bonds to be exchanged at any such office or agency. Any transfers involving subsequent registration shall be made on the books kept by the Bond Registrar. No transfer shall be valid unless (1) made by written assignment, (2) noted on books of the Bond Registrar and (3) unless a new registered bond shall be issued, noted in the books kept by the Bond Registrar as of the date of registration and the name of the Registered Owner thereof.
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Negotiability, Transfer and Registry. (a) The Bonds may be transferred and title thereto shall pass, only in the manner provided and as set forth in paragraph (c) below. The Issuer hereby designates the Trustee as initial Bond Registrar to keep the books for the registration and for the transfer of Bonds as Unless otherwise provided in any Supplemental Trust Agreement and except as otherwise provided in subsections (d) and (e) of this Indenture. All Section 3.08 with respect to the Series 201_ Bonds, Bonds presented for transfer, exchange, redemption or payment, shall be accompanied transferable only upon the Register, which shall be kept for that purpose at the designated office of the Registrar for such Series of Bonds, by a written instrument or instruments of transfer or authorization for exchangethe Owner thereof, in form and with guaranty of signature satisfactory to the Trustee, duly executed person or by the Registered Owner or by his Owner’s attorney duly authorized in writing. No charge shall be made , upon surrender thereof together with a written instrument of transfer satisfactory to the Registered Registrar duly executed by the Owner for or the transfer and registration of the Bonds except for a sum sufficient to pay any tax, fee or governmental charge that may be imposed with respect theretoOwner’s duly authorized attorney.
(b) The IssuerRegistrar shall keep, or cause to be kept, on behalf of the Commission at the designated office of the Registrar or such other location or locations as shall be provided in any Supplemental Trust Agreement, the Register, in which, subject to such reasonable regulations as the Commission, the Trustee, and the Registrar may prescribe, the Registrar shall cause Bonds to be registered and shall transfer Bonds as in this Article provided. The Register shall contain the name and address of the Owner of each Bond as well as the name and address of each Beneficial Owner to the extent such Beneficial Owner provides such information to the Registrar. Upon the transfer of any such Bond and payment of any required fees, the Registrar shall issue in the name of the transferee a new fully registered Bond or Bonds of the same aggregate principal amount, Series, lien priority and maturity as the surrendered Bond.
(c) The Commission, the Trustee, and any Paying other Agent may deem and treat the Registered Owner of person in whose name any Bond shall be registered Bond in the Register as the absolute owner of such Bond, whether such Bond shall be overdue or not, for the purpose of receiving any payment on such Bond and for all other purposes of this Indenture and the Loan Agreement, whether payment of such Bond shall be current or not, and neither the Issuer, nor the Trustee, nor the Bond Registrar nor any Paying Agent shall be affected by any notice to the contrary. Payment of, or on account of, the principal and Redemption Price of and interest on such Bond and premiumfor all other purposes, if any, on any registered Bond shall be and all such payments so made to any such Registered Owner or upon his written order. All such payments the Owner’s order shall be valid and effectual to satisfy and discharge the liability upon such Bond to the extent of the sum or sums so paid.
(c) The Bonds shall be initially registered in , and the name of the Purchaser as to principal and interest on the books kept by the Bond Registrar. Following the Term Note Date, upon surrender for transfer of any Bond at the office of the Bond RegistrarCommission, the Issuer Trustee, and any other Agent shall execute and the Trustee shall authenticate and deliver in the name of the transferee or transferees, one or more new fully registered Bonds of the same Series for the aggregate principal amount which the Registered Owner is entitled to receive.
(d) The Registered Owner of the Series 2004 Bonds will pledge the Series 2004 Bonds not be affected by any notice to the Senior Notes Trustee to secure payments of the Senior Notes and such security interest shall be noted on the face of the Series 2004 Bonds. At the option of the Registered Owners, Bonds of any Series may be exchanged for other Bonds of such Series of any authorized denomination, of a like aggregate principal amount, upon surrender of the Bonds to be exchanged at any such office or agency. Any transfers involving subsequent registration shall be made on the books kept by the Bond Registrar. No transfer shall be valid unless (1) made by written assignment, (2) noted on books of the Bond Registrar and (3) unless a new registered bond shall be issued, noted in the books kept by the Bond Registrar as of the date of registration and the name of the Registered Owner thereofcontrary.
Appears in 1 contract
Samples: Trust Agreement
Negotiability, Transfer and Registry. (a) The Bonds may be transferred and title thereto shall pass, only in the manner provided and as in the Provisions for Registration set forth in paragraph (c) belowthe form of the Bond in Section 15.1 of this Indenture. The Issuer hereby designates the Trustee as initial Bond Registrar registrar to keep the books for the registration and for the transfer of Bonds as provided in this Indenture. All Bonds presented for transfer, exchange, redemption or paymentpayment (if so required by the Issuer or the Trustee), shall be accompanied by a written instrument or instruments of transfer or authorization for exchange, in form and with guaranty of signature satisfactory to the Trustee, duly executed by the Registered Owner Owner(s) or by his attorney duly authorized in writing. No charge shall be made to the Registered Owner Owners for the transfer and registration of the Bonds except for a sum sufficient to pay any tax, fee or governmental charge that may be imposed with respect thereto.
(b) The Issuer, the Trustee, the Bond Registrar Trustee and any Paying Agent may deem and treat the Registered Owner Owner(s) of any registered Bond Bonds as the absolute owner of such Bond for the purpose of receiving any payment on such Bond and for all other purposes of this Indenture and the Loan Agreement, whether payment of such Bond shall be current overdue or not, and neither the Issuer, nor the Trustee, nor the Bond Registrar Trustee nor any Paying Agent shall be affected by any notice to the contrary. Payment of, or on account of, the principal of and interest and redemption premium, if any, on any registered Bond shall be made to such Registered Owner Owner(s) or upon his written order. All such payments shall be valid and effectual to satisfy and discharge the liability upon such Bond to the extent of the sum or sums so paid.
(c) The All Bonds issued under this Indenture, shall be initially registered in have such attributes of negotiability as are provided for under the name laws of the Purchaser as to principal and interest on the books kept by the Bond Registrar. Following the Term Note Date, upon surrender for transfer of any Bond at the office of the Bond Registrar, the Issuer shall execute and the Trustee shall authenticate and deliver in the name of the transferee or transferees, one or more new fully registered Bonds of the same Series for the aggregate principal amount which the Registered Owner is entitled to receiveState.
(d) The Registered Owner of the Series 2004 Bonds will pledge the Series 2004 Bonds to the Senior Notes Trustee to secure payments of the Senior Notes and such security interest shall be noted on the face of the Series 2004 Bonds. At the option of the Registered Owners, Bonds of any Series may be exchanged for other Bonds of such Series of any authorized denomination, of a like aggregate principal amount, upon surrender of the Bonds to be exchanged at any such office or agency. Any transfers involving subsequent registration shall be made on the books kept by the Bond Registrar. No transfer shall be valid unless (1) made by written assignment, (2) noted on books of the Bond Registrar and (3) unless a new registered bond shall be issued, noted in the books kept by the Bond Registrar as of the date of registration and the name of the Registered Owner thereof.
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Negotiability, Transfer and Registry. (a) 2.8.1 The Bonds may Corporation shall cause to be transferred kept by and title thereto shall pass, only at the principal corporate trust office of the Trustee in the manner provided City of Montreal, Quebec or at such other place or places (if any) as the Corporation may designate with the approval of the Trustee, and as set forth in paragraph (c) below. The Issuer hereby designates by the Trustee (the registers maintained for such purposes in such office and at such other place or places being herein sometimes collectively referred to as initial Bond Registrar the "Register") in which, subject to keep such reasonable regulation as the books for Corporation or the registration and for the transfer of Bonds as provided in this Indenture. All Bonds presented for transfer, exchange, redemption Trustee or paymentsuch other registrar may prescribe, shall be accompanied entered the names and addresses of the holders of Debentures and particulars of the Debentures held by them. The Trustee is hereby appointed registrar for the purpose of registering registered Debentures and transfers thereof as herein provided.
2.8.2 No transfer of a written instrument or instruments fully registered Debenture shall be valid unless made on one of transfer or authorization for exchange, in form and with guaranty of signature satisfactory to the Trustee, duly executed registers therefor by the Registered Owner registered holder thereof or his executors, administrators or other legal representatives or by his attorney duly appointed by an instrument in writing in form and execution satisfactory to the Trustee or other registrar, upon surrender of such Debenture together with a written instrument of transfer satisfactory to the Trustee or other registrar and duly executed by such registered holder or such legal representatives or such duly authorized attorney and upon compliance with such reasonable requirements as the Trustee or other registrar may prescribe and upon payment by (or on behalf of) such registered holder of any charges which the Corporation or the Trustee may make as provided in writingthis Section. No charge Upon the surrender for registration of transfer of any such registered Debenture, the Corporation shall execute and the Trustee shall authenticate such Debentures, a new fully registered Debenture, registered in the name of the transferee, of the same aggregate principal amount, maturity and interest rate as the surrendered Debenture. After the appropriate form of transfer is lodged with the Trustee or other registrar and upon compliance with all other conditions in that regard required by this Indenture, or by law, the transferee of a registered Debenture shall be made entitled to be entered on the Registered Owner for registrar as the transfer holder of such Debenture free from all rights of set-off or counterclaim between the Corporation and registration his or her transferor or any previous holder of the Bonds except for a sum sufficient to pay any tax, fee or governmental charge that may be imposed with respect theretosuch Debenture.
(b) 2.8.3 The Issuer, the Trustee, the Bond Registrar and any Paying Agent Corporation may deem and treat the Registered Owner of Person in whose name any fully registered Bond Debenture is registered as the absolute owner of thereof, whether such Bond for the purpose of receiving any payment on such Bond and Debenture shall be overdue or not, for all other purposes of this Indenture and the Loan Agreement, whether payment of such Bond shall be current or notpurposes, and neither the Issuer, nor the Trustee, nor the Bond Registrar nor any Paying Agent Corporation shall be affected by any notice to the contrary. Payment of, or on account of, the principal of and interest and premiumor Redemption Price, if any, of any fully registered Debenture, or the interest on any registered Bond such Debenture, shall be made to such Registered Owner only to, or upon his written orderthe order of, the registered holder thereof. All such payments shall be valid and effectual effective to satisfy and discharge the liability upon such Bond Debenture in respect of such principal or interest to the extent of the sum or sums so paid.
(c) The Bonds shall be initially registered in the name of the Purchaser as to principal and interest on the books kept by the Bond Registrar. Following the Term Note Date, upon surrender for transfer of any Bond at the office of the Bond Registrar, the Issuer shall execute and the Trustee shall authenticate and deliver in the name of the transferee or transferees, one or more new fully registered Bonds of the same Series for the aggregate principal amount which the Registered Owner is entitled to receive.
(d) The Registered Owner of the Series 2004 Bonds will pledge the Series 2004 Bonds to the Senior Notes Trustee to secure payments of the Senior Notes and such security interest shall be noted on the face of the Series 2004 Bonds. At the option of the Registered Owners, Bonds of any Series may be exchanged for other Bonds of such Series of any authorized denomination, of a like aggregate principal amount, upon surrender of the Bonds to be exchanged at any such office or agency. Any transfers involving subsequent registration shall be made on the books kept by the Bond Registrar. No transfer shall be valid unless (1) made by written assignment, (2) noted on books of the Bond Registrar and (3) unless a new registered bond shall be issued, noted in the books kept by the Bond Registrar as of the date of registration and the name of the Registered Owner thereof.
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Samples: Trust Indenture (Sr Telecom Inc)
