OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 or 4.15 of the Indenture, check the appropriate box below:
OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Issuer pursuant to Section 4.10 or 4.14 of the Indenture, check the appropriate box below: [ ] Section 4.10 [ ] Section 4.14 If you want to elect to have only part of this Note purchased by the Issuer pursuant to Section 4.10 or Section 4.14 of the Indenture, state the amount you elect to have purchased: $ Date:
OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Security purchased by the Company pursuant to Section 4.02 of the Indenture, check the box:
OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Issuer pursuant to Section 4.10 or 4.14 of the Indenture, check the appropriate box below: ¨ Section 4.10 ¨ Section 4.14 If you want to elect to have only part of this Note purchased by the Issuer pursuant to Section 4.10 or Section 4.14 of the Indenture, state the amount you elect to have purchased: $ Date: Your Signature: (Sign exactly as your name appears on the face of this Note) Signature Guarantee:* * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE GLOBAL NOTE* The initial outstanding principal amount of this Global Note is $ . The following exchanges of a part of this Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Global or Definitive Note for an interest in this Global Note, have been made: Principal Amount Amount of of this Global Note Signature of Amount of increase in following such authorized officer decrease in Principal Amount decrease or of Trustee or Note Date of Exchange Principal Amount of this Global Note increase Custodian * This schedule should be included only if the Note is issued in global form. EXHIBIT B FORM OF CERTIFICATE OF TRANSFER Building Materials Holding Corporation 000 Xxxx Xxxxxxxxx, Xxxxx 000 Xxxxx, XX 00000 Attention: General Counsel Fax No.: (000) 000-0000 Wilmington Trust, National Association 00 Xxxxx Xxxxx Xxxxxx, Xxxxx 0000 Xxxxxxxxxxx, XX 00000 Attention: Building Materials Holding Corporation Administrator Fax No.: (000) 000-0000 e-mail: xxxxxxxxxx@xxxxxxxxxxxxxxx.xxx Re: 9.0% Senior Secured Notes due 2018 Reference is hereby made to the Indenture, dated as of September 20, 2013 (the “Indenture”), among Building Materials Holding Corporation, the Guarantors named therein and the Trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $ in such Note[s] or interests (the “Transfer”), to (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]
OPTION OF HOLDER TO ELECT PURCHASE. If you wish to have this Note purchased by the Issuer pursuant to Section 4.10 or Section 4.11 of the Indenture, check the box: ¨ If you wish to have a portion of this Note purchased by the Issuer pursuant to Section 4.10 or Section 4.11 of the Indenture, state the amount (in principal amount): $ . Date: Your Signature: (Sign exactly as your name appears on the other side of this Note) Signature Guarantee: SCHEDULE A SCHEDULE OF PRINCIPAL AMOUNT OF INDEBTEDNESS EVIDENCED BY THIS NOTE The initial principal amount of indebtedness evidenced by this Note shall be $ . The following decreases/increases in the principal amount of indebtedness evidenced by this Note have been made: Date of Decrease/Increase Decrease in Principal Amount of Indebtedness Evidenced Increase in Principal Amount of Indebtedness Evidenced Total Principal Amount of Indebtedness Evidenced Following Such Decrease/Increase Notation Made by or on Behalf of Trustee EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [MTW Foodservice Escrow Corp. / Manitowoc Foodservice, Inc.] 0000 Xxxxxxx Xxxxxxxxx Xxx Xxxx Xxxxxx, FL 34655 Attention: Treasurer/General Counsel Xxxxx Fargo Bank, National Association Corporate Trust-DAPS Reorg 6th & Marquette Avenue 12th Floor MAC X0000-000 Xxxxxxxxxxx, XX 00000 Phone: (000) 000-0000 Fax: (000) 000-0000 Email: xxxxxxxxx@xxxxxxxxxx.xxx Re: 9.500% Senior Notes due 2024 Reference is hereby made to the Indenture, dated as of February 18, 2016 (the “Indenture”), by and among [MTW Foodservice Escrow Corp. / Manitowoc Foodservice, Inc.] (the “Issuer”), the Guarantors named therein and Xxxxx Fargo Bank, National Association, as Trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in a principal amount of $ (the “Transfer”), to (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]
OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Security purchased by the Company pursuant to Section 4.06 or 4.08 of the Indenture, check the box: / / If you want to elect to have only part of this Security purchased by the Company pursuant to Section 4.06 or 4.08 of the Indenture, state the amount: $ Date: __________________ Your Signature: __________________ (Sign exactly as your name appears on the other side of the Security)
OPTION OF HOLDER TO ELECT PURCHASE. If you wish to have all of this Note purchased by the Company pursuant to Section 4.13 or Section 4.14 of the Indenture, check the box: ¨ If you wish to have a portion of this Note purchased by the Company pursuant to Section 4.13 or Section 4.14 of the Indenture, state the amount (in original principal amount) below: US$ . Date:
OPTION OF HOLDER TO ELECT PURCHASE. If you elect to have this Note purchased by the Issuer pursuant to Section 3.5 or 3.9 of the Indenture, check either box:
OPTION OF HOLDER TO ELECT PURCHASE. IF YOU WANT TO ELECT TO HAVE THIS SECURITY PURCHASED BY THE COMPANY PURSUANT TO SECTION 4.06 (ASSET SALE) OR 4.08 (CHANGE OF CONTROL) OF THE INDENTURE, CHECK THE BOX: ASSET SALE [ ] CHANGE OF CONTROL [ ] IF YOU WANT TO ELECT TO HAVE ONLY PART OF THIS SECURITY PURCHASED BY THE COMPANY PURSUANT TO SECTION 4.06 OR 4.08 OF THE INDENTURE, STATE THE AMOUNT ((EURO)1,000 OR AN INTEGRAL MULTIPLE THEREOF): (EURO) DATE: __________________ YOUR SIGNATURE: _______________________________________ (SIGN EXACTLY AS YOUR NAME APPEARS ON THE OTHER SIDE OF THE SECURITY) SIGNATURE GUARANTEE: ___________________________________________________________ SIGNATURE MUST BE GUARANTEED BY A PARTICIPANT IN A RECOGNIZED SIGNATURE GUARANTY MEDALLION PROGRAM OR OTHER SIGNATURE GUARANTOR ACCEPTABLE TO THE TRUSTEE EXHIBIT B [FORM OF FACE OF EXCHANGE SECURITY] [Global Securities Legend] UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION ("DTC"), NEW YORK, NEW YORK, TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO., OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN. TRANSFERS OF THIS GLOBAL SECURITY SHALL BE LIMITED TO TRANSFERS IN WHOLE, BUT NOT IN PART, TO DTC, TO NOMINEES OF DTC OR TO A SUCCESSOR THEREOF OR SUCH SUCCESSOR'S NOMINEE AND TRANSFERS OF PORTIONS OF THIS GLOBAL SECURITY SHALL BE LIMITED TO TRANSFERS MADE IN ACCORDANCE WITH THE RESTRICTIONS SET FORTH IN THE INDENTURE REFERRED TO ON THE REVERSE HEREOF. No. (EURO) ________ 11 3/4% Senior Subordinated Note due 2013 CUSIP No. ______ ISIN No.__ TRW AUTOMOTIVE ACQUISITION CORP., a Delaware corporation, promises to pay to Cede & Co., or registered assigns, the principal sum [of Euros] [listed on the Schedule of Increases or Decreases in Global Security attached hereto](2) on February 15, 2013. Interest Payment Dates: February 15 and August 15. Record Dates: February 1 and August 1. -----------------
OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Security purchased by the Issuers pursuant to Section 4.13 or Article X of the Indenture, check the appropriate box: |_| Section 4.13 |_| Article X If you want to elect to have only part of this Security purchased by the Issuers pursuant to the Indenture, state the principal amount you want to have purchased: $_________________ Date: ________________ Signature:__________________________________ (Sign exactly as your name appears on the other side of this Security) Signature guarantee:___________________________________ Signatures must be guaranteed by an "eligible institution" meeting the requirements of the Registrar, which requirements include membership or participation in the Security Transfer Agent Medallion Program ("STAMP") or such other "signature guarantee program" as may be determined by the Registrar in addition to, or in substitution for, STAMP, all in accordance with the Securities Exchange Act of 1934, as amended. SCHEDULE OF EXCHANGES OF DEFINITIVE SECURITIES (3) The following exchanges of a part of this Global Security for Definitive Securities have been made: Signature of Amount of Amount of Principal Amount authorized decrease in increase in of this Global signatory of Principal Amount Principal Amount Security following Trustee or of this Global of this Global such decrease (or Securities Date of Exchange Security Security increase) Custodian ---------------------------------------------------------------------------------------------------------- -------- 3 This schedule should only be added if the Secu rity is issued in global form. CERTIFICATE TO BE DELIVERED UPON EXCHANGE OR REGISTRATION OF TRANSFER OF SECURITIES (4) Re: 8 7/8% SENIOR SUBORDINATED NOTES DUE 2011 OF SUN INTERNATIONAL HOTELS LIMITED AND SUN INTERNATIONAL NORTH AMERICAS, INC. This Certificate relates to $______ principal amount of Securities held in (5)|_| book-entry or |_| definitive form by _______ (the "Transferor"). The Transferor: |_| has requested the Trustee by written order to deliver in exchange for its beneficial interest in the Global Security held by the Depository a Security or Securities in definitive, registered form of authorized denominations and an aggregate principal amount equal to its beneficial interest in such Global Security (or the portion thereof indicated above); or
