Notice of Exchange. Promptly after the Effective Date, Zions Bank shall mail to each holder of one or more certificates formerly representing Company Common Stock, except to such holders as shall have waived the notice required by this Section 3.5, a notice specifying the Effective Date and notifying such holder to surrender his or her certificate or certificates to Zions Bank for exchange. Such notice shall be mailed to holders by regular mail at their addresses on the records of the Company.
Notice of Exchange. The undersigned Limited Partner hereby irrevocably (i) exchanges Partnership Units in Lightstone Value Plus REIT LP, in accordance with the terms of the Exchange Rights Agreement, dated as of , 200 (the “Exchange Rights Agreement”), and the Exchange Right referred to therein; (ii) surrenders such Partnership Units and all right, title and interest therein; and (iii) directs that the Cash Amount or REIT Stock Amount (as determined by the Company) deliverable upon exercise of the Exchange Right be delivered to the address specified below, and if REIT Stock is to be delivered, such REIT Stock will be registered or placed in the name(s) and at the address(es) specified below. The undersigned hereby represents, warrants, and certifies that the undersigned (a) has marketable and unencumbered title to such Partnership Units, free and clear, other than any encumbrance arising pursuant to the Partnership Agreement, of the rights or interests of any other person or entity; (b) has the full right, power, and authority to exchange and surrender such Partnership Units as provided herein; and (c) has obtained the consent or approval of all persons or entities, if any, (other than consent or approval that may be required of the Company or the Operating Partnership) having the right to consent or approve such exchange and surrender on the part of the undersigned. The undersigned hereby makes the representations and warranties contained in Section 3.3 of the Exchange Rights Agreement as if such representations and warranties had been set forth in full in this Notice of Exchange. Dated: Name of Limited Partner (Please Print) Signature guaranteed by: (Signature of Limited Partner) (Street Address) (City) (State) (Zip Code) If REIT Stock is to be issued, issue to: Name: Exhibit D Certificate of Limited Partnership
Notice of Exchange. To: The Bank of New York, acting not in its individual capacity but as trustee (the "Trustee") of Receipts on Corporate Securities Trust, Series NSC 1998-1 (the "Trust") created pursuant to the Series Supplement dated as of April 13, 1998 (the "Series Supplement") to the Base Trust Agreement dated as of August 28, 1997, as amended (together, the "Trust Agreement"). (Capitalized terms used and not defined herein have the meanings ascribed thereto in the Trust Agreement). By delivery of this duly completed Notice of exchange, the undersigned registered holder of Amoritizing Class Certificates and Residual Class Certificates of the Trust irrevocably exercises its option under, and subject to the terms and conditions of, Section 8 of the Series Supplement to exchange (a) Amortizing Class Certificates evidencing the percentage specified below (the "Specified Percentage") (which shall not be less than 10%) of the Aggregate Certificate Principal Balance of all outstanding Amortizing Class Certificates of the Trust and (b) Residual Class Certificates evidencing the Specified Percentage of the Aggregate Certificate Principal Balance of all outstanding Residual Class Certificates of the Trust for Term Assets representing the Specified Percentage of all Term Assets held in the Trust (subject to rounding down to authorized denominations as provided in Section 8 of the Series Supplement). The undersigned irrevocably undertakes to deliver to the Trustee on the Exchange Date specified below the specified amount of Amortizing Class Certificates and Residual Class Certificates held of record by the undersigned in exchange for Term Assets in the Specified Percentage (subject to rounding as described above).
Notice of Exchange. 26.12 A Class A Shareholder must deliver a Notice of Exchange either electronically (by electronic mail or by any other electronic procedure that may be established by the Transfer Agent and communicated to the Class A Shareholders by the Company or the Transfer Agent) or physically (by mail, courier, hand delivery or otherwise) to any office of the Transfer Agent prior to the issuance by the Company of a Notice of Class A Redemption or the announcement of a Liquidation Event in order to exercise his, her or its Exchange Right. The Transfer Agent shall promptly notify the Company, BBU and, until such time as the Rights Agreement has been terminated, BAM, of the receipt of a Notice of Exchange.
Notice of Exchange. Promptly after the Effective Time, National City and the Surviving Corporation shall cause the Exchange Agent to mail and/or make available to each record holder of a Certificate a notice and letter of transmittal (which shall specify that delivery shall be effected, and risk of loss and title to the Certificate shall pass, only upon proper delivery of the Certificate to the Exchange Agent or its forwarding agent) advising such holder of the effectiveness of the Merger and the procedures to be used in effecting the surrender of the Certificate for exchange therefor. Upon surrender to the Exchange Agent of a Certificate, together with such letter of transmittal duly executed and completed in accordance with the instructions thereon, and such other documents as may reasonably be requested, the Exchange Agent shall promptly deliver to the person entitled thereto the appropriate Merger Consideration for each share of Company Common Stock so represented by the Certificate surrendered by such holder thereof, and such Certificate shall forthwith be canceled.
Notice of Exchange. 1.13. A Class A.1 Shareholder must deliver a Notice of Exchange either electronically (by electronic mail or by any other electronic procedure that may be established by the Transfer Agent and communicated to the Class A.1 Shareholders by the Company or the Transfer Agent) or physically (by mail, courier, hand delivery or otherwise) to any office of the Transfer Agent prior to the issuance by the Company of a Notice of Class A.1 Redemption or the announcement of a Liquidation Event in order to exercise his, her or its Exchange Right.
Notice of Exchange. (To be executed by the Holder in order to exchange the Warrant.) The undersigned hereby irrevocably elects to exchange this Warrant into __________ shares (the foregoing number constituting the number of Warrant Shares to be issued pursuant to Section 3 of this Warrant) of ________ of Varsxxxxxxxx.xxx Xxx., minus any shares to be deducted from the foregoing number in accordance with the terms of this Warrant, according to the conditions thereof. The undersigned desires to consummate such exchange on ________________. Dated: ----------------------------- Name of Holder: By: -------------------------- FORM OF ASSIGNMENT [To be signed only upon transfer of Warrant] For value received, the undersigned hereby sells, assigns and transfers unto the right represented by the Warrant to purchase _______ shares of _________ of Varsxxxxxxxx.xxx Xxx., to which the Warrant relates, and appoints [Name of Attorney] to transfer such right on the books of [ISSUER], with full power of substitution in the premises. Dated: ------------- --------------------------------------------- (Signature) Signed in the presence of: ------------------------------ 47 ADDENDUM NUMBER 1 TO VARSXXXXXXXX.XXX XXX. STOCK SUBSCRIPTION WARRANT This Addendum (this "Addendum") to that certain VarsxxxXxxxx.xxx Xxx. Stock Subscription Warrant (the "Warrant") dated December 22, 1999, by and between America Online, Inc. ("AOL"), and VarsxxxXxxxx.xxx Xxx. (the "Corporation") is made as of December 22, 1999, by and between AOL and the Corporation. Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Warrant. For valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties desire to amend certain provisions of the Warrant as follows: Exhibit A of the Warrant shall be amended and restated in its entirety to read as set forth on Exhibit A attached hereto. In witness whereof the Parties have executed this Addendum as of the date written hereinabove. AMERICA ONLINE, INC. BY: --------------------------------- TITLE: ------------------------------
Notice of Exchange. As soon as reasonably practicable after the Effective Time, the Exchange Agent shall mail to each holder of record of a Certificate whose shares were converted into the Merger Consideration pursuant to Section 2.1, (i) a letter of transmittal (which shall specify that delivery shall be effected, and risk of loss and title to the Certificates shall pass, only upon delivery of the Certificates to the Exchange Agent and shall be in such form and have such other provisions as Acquiror and Target may reasonably specify) and (ii) instructions for use in effecting the surrender of the Certificates in exchange for the Merger Consideration. (c)
Notice of Exchange. Immediately following the consummation of the transactions described in Section 2.1 and 2.2 hereof, the Company shall deliver, on behalf of the Exchanging Member, a Notice of Exchange (as such term is defined in the Exchange Agreement) in respect of the Attributable Securities transferred to the Exchanging Member pursuant to Section 2.1.
Notice of Exchange. To: AST TRUST COMPANY (CANADA) (the “Transfer Agent”) PLEASE DELIVER YOUR EXCHANGE REQUEST AS FOLLOWS: Via Mail: AST Trust Company (Canada) 0 Xxxxxxx Xxxxxx, Xxxxx 0000 Xxxxxxx, XX X0X 0X0 Attention: Corporate Actions This notice is given pursuant to Bye-Law 2.12 (the “Bye-Laws”) of Brookfield Asset Management Reinsurance Partners Ltd. (the “Company”). All capitalized words and expressions used in this notice that are not otherwise defined herein have the meanings ascribed to such words and expressions in the Bye-Laws. The undersigned hereby notifies the Transfer Agent, Brookfield Asset Management Inc. (“BAM”) and the Company that the undersigned desires to have BAM acquire from the undersigned: ☐ all Class A Share(s) registered in the name of the undersigned; or
