PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: --------------------------------------- Name: Title: Dated: _______________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 2 contracts

Samples: Indenture (Barneys New York Inc), Indenture (Medianews Group Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ________________________________________ [Insert Name of Transferor] By~~: ---------------------------------------~~ :_____________________________________ Name: Title: Dated: _______________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 2 contracts

Samples: Indenture (Harland Financial Solutions, Inc.), Indenture (Stratosphere Leasing, LLC)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. __________________________________________ [Insert Name of Transferor] By: ~~---------------------------------------~~ ______________________________________ Name: Title: Dated: _______________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 2 contracts

Samples: Indenture (Dycom Industries Inc), Second Supplemental Indenture (Allied Waste Industries Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. _______________________________________ [Insert Name of Transferor] By: ~~---------------------------------------~~ ___________________________________ Name: Title: Dated: _______________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 2 contracts

Samples: Indenture (Clearwave N V), Indenture (NRG Energy Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ______________________________________ [Insert Name of Transferor] By: ~~---------------------------------------~~ ___________________________________ Name: Title: Dated: _______________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 2 contracts

Samples: Indenture (Georgia Pacific Corp), Indenture (Georgia Pacific Corp)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or ~~Definitive Note~~ Certificated Debenture will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global ~~Notes~~ Debentures or Restricted ~~Definitive Notes~~ Certificated Debentures and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of ~~the Company~~Holdings. ~~[Insert Name of Transferor] By: --------------------------------------- Name: Title: Dated:~~ ____________________________________ [Insert Name of Transferor] By:__________________________________ Name: Title: Dated:_____, ____ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 2 contracts

Samples: Indenture (Anthony Crane Sales & Leasing Lp), Indenture (Anthony Crane Holdings Capital Corp)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ___________________________________ [Insert Name of Transferor] By: ~~---------------------------------------~~ _______________________________ Name: Title: Dated: _______________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 2 contracts

Samples: Indenture (Plastipak Holdings Inc), Indenture (General Nutrition Centers Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ------------------------------------------ [Insert Name of Transferor] By: --------------------------------------- Name: Title: Dated: ~~_______________________~~ --------,----- ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 2 contracts

Samples: Indenture (Dominos Inc), Indenture (Dominos Pizza Government Services Division Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. _______________________________________ [Insert Name of Transferor] By~~: ---------------------------------------~~ :____________________________________ Name: Title: Dated: _______________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 2 contracts

Samples: Indenture (Belden & Blake Corp /Oh/), Indenture (Payless Shoesource Inc /De/)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: ~~---------------------------------------~~ Name: Title: Dated: ______________________~~_ ANNEX A TO CERTIFICATE OF TRANSFER~~_

Appears in 2 contracts

Samples: Indenture (MultiPlan Corp), Indenture (MultiPlan Corp)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ------------------------------------ [Insert Name of Transferor] By: ~~---------------------------------------~~ --------------------------------- Name: Title: Dated: _______________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 2 contracts

Samples: Indenture (M & F Worldwide Corp), Indenture (M & F Worldwide Corp)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of ~~the Company~~SFC. _______________________________________ [Insert Name of Transferor] By~~: ---------------------------------------~~ :___________________________________ Name: Title: Dated: :________________________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (S&c Holdco 3 Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ____________________________________ [Insert Name of Transferor] By~~: ---------------------------------------~~ :_________________________________ Name: Title: Dated: _______________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Hayes Lemmerz International Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the ~~Company~~Issuers. _____________________________________________ [Insert Name of Transferor] By: ~~---------------------------------------~~ _________________________________________ Name: Title: Dated: ~~____~~___________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Alpha Natural Resources, Inc.)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any ~~State~~ state of the United States and (ii) the restrictions on transfer contained in the Indenture and the ~~Private Placement~~ Restricted Notes Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the ~~Private Placement~~ Restricted Notes Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ----------------------------------------- [Insert Name of Transferor] By: ~~---------------------------------------~~ ------------------------------------- Name: Title: Dated: ~~_______________________~~ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Paxson Communications Corp)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial ~~interest~~ interests or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ~~[Insert Name of Transferor] By: --------------------------------------- Name: Title: Dated:~~ _________________________ [Insert Name of Transferor] By: ___________________ Name: Title: Dated: ___________, ____ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (K&f Industries Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ________________________________ [Insert Name of Transferor] By~~: ---------------------------------------~~ :_____________________________ Name: Title: Dated: _________________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Neenah Foundry Co)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ----------------------------------------- [Insert Name of Transferor] By: ~~---------------------------------------~~ -------------------------------------- Name: Title: Dated: _______________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Fort James Corp)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the ~~Company~~Issuer. [Insert Name of Transferor] By: ~~---------------------------------------~~ ------------------------------------ Name: ---------------------------------- Title: --------------------------------- Dated: ~~_______________________~~ ------------------------------ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Cogent Management Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in ~~the~~ this Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in ~~the~~ this Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of ~~the~~ this Indenture, the transferred beneficial interest or ~~Definitive~~ Certificated Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted ~~Definitive~~ Certificated Notes and in ~~the~~ this Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the ~~Company~~Issuer. ---------------------------------------- [Insert Name of Transferor] ByBY: ~~---------------------------------------~~ ------------------------------------ Name: Title: Dated: ~~_______________________~~ , ----------- ---- ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Ormat Technologies, Inc.)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the ~~Company~~Issuer. _________________________________ [Insert Name of Transferor] By~~: ---------------------------------------~~ :______________________________ Name: Title: Dated~~: _~~:______________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Coventry Health Care Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note ~~will~~ shall not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ______________________________________ [Insert Name of Transferor] By: ~~---------------------------------------~~ __________________________________ Name: Title: Dated: ________________________ EXHIBIT B ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Supplemental Indenture (Allied Waste Industries Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the 28 Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. _______________________________ [Insert Name of Transferor] By~~: --------------------------------------- Name: Title: Dated~~: _______________________________ ~~ANNEX A TO CERTIFICATE OF TRANSFER~~Name: Title: Dated: ______________ __, ____.

Appears in 1 contract

Samples: Supplemental Indenture (Tyco International LTD /Ber/)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain ~~compliance~~ Compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive ~~Note~~ Security will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global ~~Notes~~ Securities or Restricted Definitive ~~Notes~~ Securities and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [______________________________ (Insert Name of Transferor] ) By~~: --------------------------------------- Name: Title: Dated~~: __________________________ Name: Title: Dated: ____________, ___ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Ackerley Group Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ____________________________________ [Insert Name of Transferor] By: ~~---------------------------------------~~ ________________________________ Name: Title: Dated: _______________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (General Nutrition Companies Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. _______________________________________ [Insert Name of Transferor] By~~: ---------------------------------------~~ :____________________________________ Name: Title: Dated~~: _~~:______________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: First Priority Indenture (Delta Energy Center, LLC)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note ~~will~~ shall not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. EXHIBIT B ------------------------------------------------ [Insert Name of Transferor] By: ~~---------------------------------------~~ ____________________________________________ Name: Title: Dated: _______________________ EXHIBIT B ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Supplemental Indenture (Allied Waste Industries Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any ~~State~~ state of the United States and (ii) the restrictions on transfer contained in the Indenture and the ~~Private Placement~~ Restricted Notes Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the ~~Private Placement~~ Restricted Notes Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. --------------------------------- [Insert Name of Transferor] By: ~~---------------------------------------~~ --------------------------------- Name: Title: Dated: ~~_______________________~~ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Paxson Communications Corp)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ~~[Insert Name of Transferor] By: --------------------------------------- Name: Title: Dated:~~ ____________________________ [Insert Name of Transferor] By:_________________________ Name: Title: Dated:________,_____ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Impac Group Inc /De/)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note ~~will~~ shall not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ------------------------------------------- [Insert Name of Transferor] By: ~~---------------------------------------~~ ---------------------------------------- Name: Title: Dated: _______________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Office Depot Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive ~~Note~~ Bond will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global ~~Notes or~~ Bonds and the Restricted Definitive ~~Notes~~ Bonds and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ~~[Insert Name of Transferor] By: --------------------------------------- Name: Title: Dated:~~ ___________________________ [Insert Name of Transferor] By:________________________ Name: Title: Dated:___________,_____ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Edison Mission Finance Co)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the ~~Private Placement~~ Restricted Notes Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the ~~Private Placement~~ Restricted Notes Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ~~[Insert Name of Transferor] By: --------------------------------------- Name: Title: Dated:~~ ___________________________________ [Insert Name of Transferor] By:________________________________ Name: Title: Dated:__________________ EXHIBIT B ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Amkor Technology Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the ~~Company~~Issuer. ________________________________ [Insert Name of Transferor] By~~: ---------------------------------------~~ :_____________________________ Name: Title: Dated: :__________________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Tousa Delaware Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky ~~securities~~ Securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ~~[Insert Name of Transferor] By: --------------------------------------- Name: Title: Dated:~~ ____________________________________________ [Insert Name of Transferor] By:_________________________________________ Name: Title: Dated:__________________,____ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Jackson Products Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Senior Discount Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Senior Discount Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Senior Discount Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Senior Discount Global Notes or Restricted Definitive Notes and in the Senior Discount Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the ~~Company~~Issuers. [Insert Name of Transferor] By~~: ---------------------------------------~~ :_________________________ Name: Title: Dated: _______________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (VHS of Anaheim Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ---------------------------------------- [Insert Name of Transferor] By: ~~---------------------------------------~~ ------------------------------------ Name: Title: Dated: ~~_______________________ ANNEX A TO CERTIFICATE OF TRANSFER~~------------------

Appears in 1 contract

Samples: Indenture (Compton Petroleum Corp)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. --------------------------------- [Insert Name of Transferor] By: ~~---------------------------------------~~ ----------------------------- Name: Title: Dated: _______________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Riverside Forest Products Marketing LTD)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ------------------------------------------------ [Insert Name of Transferor] By: ~~---------------------------------------~~ ------------------------------------------- Name: Title: Dated: _______________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Iwo Holdings Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ---------------------------------------- [Insert Name of Transferor] By: ~~---------------------------------------~~ ------------------------------------- Name: ------------------------------- Title: ------------------------------ Dated: ~~_______________________~~ -------------------- ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Corrections Corp of America)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the ~~Company~~Issuer. --------------------------------- [Insert Name of Transferor] By: ~~---------------------------------------~~ ------------------------------ Name: Title: Dated: _______________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (International Specialty Products Inc /New/)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. __________________________________ [Insert Name of Transferor] By~~: ---------------------------------------~~ :_______________________________ Name: Title: Dated: ~~_____~~__________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (American Real Estate Holdings L P)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ~~[Insert Name of Transferor] By: --------------------------------------- Name: Title: Dated:~~ ______________________________ ~~ANNEX A TO CERTIFICATE OF TRANSFER~~[Insert Name of Transferor] By:__________________________ Name: Title: Dated: ____________ ,____

Appears in 1 contract

Samples: Indenture (Salton Maxim Housewares Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ______________________________________ [Insert Name of Transferor] By~~: ---------------------------------------~~ :___________________________________ Name: Title: Dated: _______________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Simmons Co)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. -------------------------------------------- [Insert Name of Transferor] By~~: ---------------------------------------~~ :_________________________________________ Name: Title: Dated: ~~____~~___________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (National Coal Corp)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. _________________________________________ [Insert Name of Transferor] By~~: ---------------------------------------~~ :______________________________________ Name: Title: Dated: :_______________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Third Supplemental Indenture (Allied Waste Industries Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ---------------------------------------- [Insert Name of Transferor] By~~: --------------------------------------- Name: Title: Dated:~~ :________________________________ Name: Title: Dated:________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Crown Castle International Corp)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note ~~will~~ shall not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: ~~--------------------------------------- Name: Title: Dated:~~ _________________________________ Name: Title: Dated: ________________ , _________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Grant Prideco Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ----------------------------------------- [Insert Name of Transferor] By: ~~---------------------------------------~~ -------------------------------------- Name: Title: Dated: ~~_______________________~~ -------------------------- ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Alltrista Corp)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ----------------------------- [Insert Name of Transferor] By: ~~---------------------------------------~~ -------------------------- Name: Title: Dated: ______________ __, ____~~______~~ . ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (SFX Broadcasting Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ~~[Insert Name of Transferor] By: --------------------------------------- Name: Title: Dated:~~ ______________________________________ [Insert Name of Transferor] By:___________________________________ Name: Title: Dated:____,__ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Appalachian Realty Co)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule ~~144, Rule 903 or Rule 904~~ 144 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial ~~interest~~ interests or Definitive ~~Note~~ Notes will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or ~~Restricted~~ Definitive Notes bearing the Private Placement Legend and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ------------------------------ [Insert Name of Transferor] By: ~~---------------------------------------~~ --------------------------- Name: Title: Dated: ~~_______________________ ANNEX A TO CERTIFICATE OF TRANSFER~~, -------------- ----

Appears in 1 contract

Samples: Indenture (Advanced Medical Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the ~~Private Placement~~ Restricted Notes Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the ~~Private Placement~~ Restricted Notes Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ~~[Insert Name of Transferor] By: --------------------------------------- Name: Title: Dated:~~ _______________________________________________ [Insert Name of Transferor] By:____________________________________________ Name: Title: Dated:____________________________ EXHIBIT B ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Amkor Technology Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ~~[Insert Name of Transferor] By: --------------------------------------- Name: Title:~~ Dated: ____________, ____ _____________________________________ [Insert Name of Transferor] By:__________________________________ Name: Title: ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Scotts Company)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the ~~Company~~Issuers. --------------------------------------------- [Insert Name of Transferor] By: ~~---------------------------------------~~ ------------------------------------------ Name: Title: Dated: ~~_______________________~~ ---------------- Signature Guarantee*: ------------------ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (World Almanac Education Group Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [~~Insert Name of Transferor~~INSERT NAME OF TRANSFEROR] By: ~~---------------------------------------~~ ------------------------------------- Name: Title: Dated: ~~______~~_________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Perkins & Marie Callender's Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Unrestricted Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ____________________________________ [Insert Name of Transferor] By~~: --------------------------------------- Name: Title: Dated~~: ________________________________ Name: Title: Dated: ________________, _____ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Houston Exploration Co)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or ~~Definitive~~ Certificated Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted ~~Definitive~~ Certificated Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the ~~Company~~Issuer. ~~[Insert Name of Transferor] By: --------------------------------------- Name: Title: Dated:~~ ________________________________________ [Insert Name of Transferor] BY: ------------------------------------ Name: Title: Dated: ________, ____ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Ormat Technologies, Inc.)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. -------------------------------------- [Insert Name of Transferor] By: ~~---------------------------------------~~ ----------------------------------- Name: Title: Dated: ~~_______________________~~ , ------------- -------- ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Sf Holdings Group Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. -------------------------------- [Insert Name of Transferor] By: ~~---------------------------------------~~ --------------------------- Name: Title: Dated: ~~_______________________ ANNEX A TO CERTIFICATE OF TRANSFER~~-------------------

Appears in 1 contract

Samples: Indenture (Friendship Cable of Arkansas Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the ~~Company~~Issuer. --------------------------- [Insert Name of Transferor] By: ~~---------------------------------------~~ ------------------------ Name: Title: Dated: ~~_______________________~~ , ------ --- ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Cott Corp /Cn/)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ~~[Insert Name of Transferor] By: --------------------------------------- Name: Title: Dated:~~ _____________________________________ [Insert Name of Transferor] By:__________________________________ Name: Title: Dated: _______________ EXHIBIT B ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Carmike Cinemas Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any ~~State~~ state of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] ByBY: ~~---------------------------------------~~ -------------------------------- Name: Title: Dated: __________~~_________~~, ____ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Aki Holding Corp)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ___________________________________________ [Insert Name of Transferor] By~~: --------------------------------------- Name: Title: Dated~~: _______________________________________ Name: Title: Dated: ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Team Health Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note ~~will~~ shall not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the ~~Company~~Issuer. ___________________________ [Insert Name of Transferor] By: ~~---------------------------------------~~ _______________________ Name: Title: Dated: _______________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Select Specialty Hospital Topeka Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. --------------------------------- [Insert Name of Transferor] By: ~~---------------------------------------~~ ------------------------------ Name: Title: Dated: ________ __~~__________~~, ____ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Amsc Acquisition Co Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the ~~Company~~Issuer. ____________________________________________ [Insert Name of Transferor] By~~: ---------------------------------------~~ :_________________________________________ Name: :_______________________________________ Title: :______________________________________ Dated: :______________________________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Rent Way Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note ~~will~~ shall not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ~~[Insert Name of Transferor] By: --------------------------------------- Name: Title: Dated:~~ ____________________________________ [Insert Name of Transferor] By:_________________________________ Name: Title: Dated:______________________________ EXHIBIT B ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Supplemental Indenture (Allied Waste Industries Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. --------------------------- [Insert Name of Transferor] By: ~~---------------------------------------~~ ______________________ Name: Title: Dated: _________________, ______ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Centennial Communications Corp)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. --------------------------------------- [Insert Name of Transferor] By: ~~---------------------------------------~~ ----------------------------------- Name: Title: Dated: ~~_______________________~~ ------------------ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Corrections Corp of America)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ________________________________________ [Insert Name of Transferor] By~~: ---------------------------------------~~ :_____________________________________ Name: Title: Dated: ~~___~~____________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Titan Distribution, Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or ~~Definitive~~ Unrestricted Certificated Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted ~~Definitive~~ Certificated Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [~~Insert Name of Transferor~~INSERT NAME OF TRANSFEROR] By~~: --------------------------------------- Name: Title: Dated:~~ :_____________________________________ ~~ANNEX A TO CERTIFICATE OF TRANSFER~~Name: Title: Dated: _______________, ______

Appears in 1 contract

Samples: Indenture (Signature Resorts Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. --------------------------- [Insert Name of Transferor] By: ~~---------------------------------------~~ ---------------------------- Name: Title: Dated: ~~_______________________ ANNEX A TO CERTIFICATE OF TRANSFER~~, ------------------ -----

Appears in 1 contract

Samples: Indenture (Dyersburg Corp)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. _________________________________________ [Insert Name of Transferor] By~~: ---------------------------------------~~ :______________________________________ Name: Title: Dated: _______________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Wire Harness Industries Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note ~~will~~ shall not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. __________________________________ [Insert Name of Transferor] By~~: ---------------------------------------~~ :_______________________________ Name: Title: Dated~~: _~~:______________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Armor Holdings Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ______________________________________ [Insert Name of Transferor] By~~: --------------------------------------- Name: Title: Dated~~: _________________________________ Name: Title: Dated: _________, ____ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Sba Communications Corp)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. __________________________________________ [Insert Name of Transferor] By~~: --------------------------------------- Name: Title: Dated~~: ______________________________________ Name: Title: Dated: _________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Georgia Pacific Corp)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note ~~will~~ shall not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ~~[Insert Name of Transferor] By: --------------------------------------- Name: Title: Dated:~~ _________________________________ [Insert Name of Transferor] By:______________________________ Name: Title: Dated:_____________________________ EXHIBIT B ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Supplemental Indenture (Bfi Energy Systems of Boston Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ~~[Insert Name of Transferor] By: --------------------------------------- Name: Title:~~ _______________________________ Dated: ____________________________ [Insert Name of Transferor] By: ____________________________ Name: Title: ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Orbital Sciences Corp /De/)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ------------------------------ [Insert Name of Transferor] By: ~~---------------------------------------~~ --------------------------- Name: Title: Dated: ~~_______________________~~ , ----------- ------- ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Interep National Radio Sales Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ------------------------------------------- [Insert Name of Transferor] By: ~~---------------------------------------~~ ---------------------------------------- Name: Title: Dated: _________________, ______ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Interamericas Communications Corp)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. _________________________________ [Insert Name of Transferor] By~~: ---------------------------------------~~ :______________________________ Name: Title: Dated: _______________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Amscan Holdings Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. _____________________________________ [Insert Name of Transferor] By: ~~---------------------------------------~~ _________________________________ Name: Title: Dated~~: _____~~:__________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Omni Med B Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ~~[Insert Name of Transferor] By: --------------------------------------- Name: Title: Dated:~~ __________________________________ [Insert Name of Transferor] By:_______________________________ Name: Title: Dated:______,______ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Dominos Pizza Government Services Division Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ------------------------------------------- [Insert Name of Transferor] By: ~~---------------------------------------~~ ---------------------------------------- Name: Title: Dated: ~~_______________________ ANNEX A TO CERTIFICATE OF TRANSFER~~-------------------------

Appears in 1 contract

Samples: Indenture (Trimas Corp)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. __________________________________ [Insert Name of Transferor] By~~: ---------------------------------------~~ :________________________________ Name: Title: Dated~~: ____~~:___________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Covad Communications Group Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ---------------------------------------- [Insert Name of Transferor] By: ~~---------------------------------------~~ ------------------------------------ Name: Title: Dated: ~~_______________________~~ --------------------- ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Builders FirstSource, Inc.)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note ~~will~~ shall not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. EXHIBIT B -------------------------------------- [Insert Name of Transferor] By: ~~---------------------------------------~~ -------------------------------------- Name: Title: Dated: ~~_______________________~~ ----------------------- EXHIBIT B ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Eighth Supplemental Indenture (Allied Waste Industries Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred ~~beneficial interest~~ Book-Entry Interests or Definitive ~~Note~~ Notes will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or ~~Restricted~~ Definitive Notes bearing the Private Placement Legend and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. --------------------------------------- [Insert Name of Transferor] By: ~~---------------------------------------~~ -------------------------------- Name: Title: Dated: ____________~~_______~~, ____ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (L 3 Communications Corp)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the ~~Company~~Issuers. _____________________________________ [Insert Name of Transferor] By~~: --------------------------------------- Name: Title: Dated~~: _________________________________ Name: Title: Dated: ________, ___ ANNEX A TO CERTIFICATE OF ~~TRANSFER~~TRANSFER ----------------------------------

Appears in 1 contract

Samples: Indenture (Appalachian Realty Co)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. Dated: __________________,_____ ______________________________ [Insert Name of Transferor] By~~: --------------------------------------- Name: Title: Dated~~: __________________________ Name: Title: ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Clean Towel Service Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ----------------------------------- [Insert Name of Transferor] By: ~~---------------------------------------~~ ------------------------------ Name: Title: Dated: ~~_______________________~~ ----------------------- ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Florida Lifestyle Management Co)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the ~~Indenture~~ Warrant Agreement and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the ~~Indenture~~ Warrant Agreement and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the ~~Indenture~~Warrant Agreement, the transferred beneficial interest or Definitive ~~Note~~ Warrant will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global ~~Notes~~ Warrants or Restricted Definitive ~~Notes~~ Warrants and in the ~~Indenture~~Warrant Agreement. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ------------------------------------ [Insert Name of Transferor] By: ~~---------------------------------------~~ ---------------------------------- Name: Title: Dated: ~~_______________________~~ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Warrant Agreement (Interamericas Communications Corp)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: ~~---------------------------------------~~ _____________________________ Name: Title: Dated: _______________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Ainsworth Lumber Co LTD)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred ~~beneficial interest~~ Book-Entry Interests or Definitive ~~Note~~ Notes will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or ~~Restricted~~ Definitive Notes bearing the Private Placement Legend and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ---------------------------------- [Insert Name of Transferor] By: ~~---------------------------------------~~ ------------------------------- Name: Title: Dated: ____________~~_______~~, ____ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Microdyne Corp)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. -------------------------------------- [Insert Name of Transferor] By: ~~---------------------------------------~~ ----------------------------------- Name: Title: Dated: ~~_______________________~~ ------------------- ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Fort James Corp)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ____________________________________ [Insert Name of Transferor] By: ~~---------------------------------------~~ _______________________________ Name: Title: Dated: _______________________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Las Vegas Sands Corp)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred ~~beneficial interest~~ Book-Entry Interests or Definitive ~~Note~~ Notes will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or ~~Restricted~~ Definitive Notes bearing the Private Placement Legend and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ~~[Insert Name of Transferor] By: --------------------------------------- Name: Title: Dated:~~ _________________________________________ [Insert Name of Transferor] By: ------------------------------------- Name: Title: Dated: ____________, ____ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (L 3 Communications Holdings Inc)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ~~[Insert Name of Transferor] By: --------------------------------------- Name: Title: Dated:~~ ____________________________ [Insert Name of Transferor] By:________________________ Name: Title: Dated:______,_______ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Global Crossing Holdings LTD)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ~~[Insert Name of Transferor] By: --------------------------------------- Name: Title: Dated:~~ _______________________________ [Insert Name of Transferor] By:____________________________ Name: Title: Dated:_________, ________ ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Sealy Corp)

PURSUANT TO OTHER EXEMPTION. The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ------------------------------------- [Insert Name of Transferor] By: ~~---------------------------------------~~ --------------------------------- Name: Title: Dated: ~~_______________________~~ ------------------------------- ANNEX A TO CERTIFICATE OF TRANSFER

Appears in 1 contract

Samples: Indenture (Foundation Coal Holdings, Inc.)

Common use of PURSUANT TO OTHER EXEMPTION Clause in Contracts