Common use of Registration and Transfer Clause in Contracts

Registration and Transfer. The Company shall cause to be kept at the Corporate Trust Office of the Trustee a register (the register maintained in such office or any other office or agency pursuant to Section 5.2 being herein sometimes referred to as the "Securities Register") in which, subject to such reasonable regulations as it may prescribe, the Company shall provide for the registration of the Junior Subordinated Debentures and of transfers of the Junior Subordinated Debentures. The Trustee is hereby appointed "Securities Registrar" for the purpose of registering the Junior Subordinated Debentures and transfers of the Junior Subordinated Debentures as herein provided. Upon surrender for registration of transfer of any Junior Subordinated Debenture at an office or agency of the Company designated pursuant to Section 5.2 for such purpose, the Company shall execute, and the Trustee shall authenticate and deliver, in the name of the designated transferee or transferees, a new Junior Subordinated Debenture of the authorized denomination. All Junior Subordinated Debentures issued upon any registration of transfer of Junior Subordinated Debentures shall be valid obligations of the Company, evidencing the same debt and entitled to the same benefits under this Indenture as the Junior Subordinated Debentures surrendered upon such registration of transfer. Every Junior Subordinated Debenture presented or surrendered for registration of transfer shall be duly endorsed for transfer (if so required by the Company or the Trustee), or shall be accompanied by a written instrument of transfer in form satisfactory to the Company and the Securities Registrar duly executed by the Holder thereof or such Holder's attorney duly authorized in writing. No service charge shall be made for any registration of transfer of Junior Subordinated Debentures, but the Company may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any registration of transfer of Junior Subordinated Debentures. The Company shall not be required to issue or register the transfer of any Junior Subordinated Debenture during a period beginning at the opening of business 15 days before the day of the mailing of a notice of redemption of Junior Subordinated Debentures selected for redemption pursuant to Article Three and ending at the close of business on the day of such mailing.

Appears in 3 contracts

Samples: Subordinated Indenture (Community First Bankshares Inc), Subordinated Indenture (Community First Bankshares Inc), Subordinated Indenture (Community First Bankshares Inc)

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Registration and Transfer. The Company shall cause to be kept at the Corporate Trust Office of the Trustee a register (the register maintained in such office or any other office or agency pursuant to Section 5.2 5.02 being herein sometimes referred to as the "Securities Register") in which, subject to such reasonable regulations as it may prescribe, the Company shall provide for the registration of the Junior Subordinated Debentures and of transfers of the Junior Subordinated Debentures. The Trustee is hereby appointed "Securities Registrar" for the purpose of registering the Junior Subordinated Debentures and transfers of the Junior Subordinated Debentures as herein provided. Upon surrender for registration of transfer of any Junior Subordinated Debenture at an office or agency of the Company designated pursuant to Section 5.2 5.02 for such purpose, the Company shall execute, and the Trustee shall authenticate and deliver, in the name of the designated transferee or transferees, a new Junior Subordinated Debenture of the authorized denomination. All Junior Subordinated Debentures issued upon any registration of transfer of Junior Subordinated Debentures shall be valid obligations of the Company, evidencing the same debt and entitled to the same benefits under this Indenture as the Junior Subordinated Debentures surrendered upon such registration of transfer. Every Junior Subordinated Debenture presented or surrendered for registration of transfer shall be duly endorsed for transfer (if so required by the Company or the Trustee), or shall be accompanied by a written instrument of transfer in form satisfactory to the Company and the Securities Registrar duly executed by the Holder thereof or such Holder's attorney duly authorized in writing. No service charge shall be made for any registration of transfer of Junior Subordinated Debentures, but the Company may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any registration of transfer of Junior Subordinated Debentures. The Company shall not be required to issue or register the transfer of any Junior Subordinated Debenture during a period beginning at the opening of business 15 days before the day of the mailing of a notice of redemption of Junior Subordinated Debentures selected for redemption pursuant to Article Three III and ending at the close of business on the day of such mailing.

Appears in 2 contracts

Samples: Subordinated Indenture (Bank of the Ozarks Inc), Subordinated Indenture (Ozark Capital Trust)

Registration and Transfer. The Company shall cause to be kept at the Corporate Trust Office of the Trustee a register (the register maintained in such office or any other office or agency pursuant to Section 5.2 5.02 being herein sometimes referred to as the "Securities Register") in which, subject to such reasonable regulations as it may prescribe, the Company shall provide for the registration of the Junior Subordinated Debentures and of transfers of the Junior Subordinated Debentures. The Trustee is hereby appointed "Securities Registrar" 19 for the purpose of registering the Junior Subordinated Debentures and transfers of the Junior Subordinated Debentures as herein provided. Upon surrender for registration of transfer of any Junior Subordinated Debenture at an office or agency of the Company designated pursuant to Section 5.2 5.02 for such purpose, the Company shall execute, and the Trustee shall authenticate and deliver, in the name of the designated transferee or transferees, a new Junior Subordinated Debenture of the authorized denomination. All Junior Subordinated Debentures issued upon any registration of transfer of Junior Subordinated Debentures shall be valid obligations of the Company, evidencing the same debt and entitled to the same benefits under this Indenture as the Junior Subordinated Debentures surrendered upon such registration of transfer. Every Junior Subordinated Debenture presented or surrendered for registration of transfer shall be duly endorsed for transfer (if so required by the Company or the Trustee), or shall be accompanied by a written instrument of transfer in form satisfactory to the Company and the Securities Registrar duly executed by the Holder thereof or such Holder's attorney duly authorized in writing. No service charge shall be made for any registration of transfer of Junior Subordinated Debentures, but the Company may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any registration of transfer of Junior Subordinated Debentures. The Company shall not be required to issue or register the transfer of any Junior Subordinated Debenture during a period beginning at the opening of business 15 days before the day of the mailing of a notice of redemption of Junior Subordinated Debentures selected for redemption pursuant to Article Three III and ending at the close of business on the day of such mailing.

Appears in 1 contract

Samples: Subordinated Indenture (BVBC Capital Trust I)

Registration and Transfer. The Company shall cause to be kept at the Corporate Trust Office of the Trustee a register (the register maintained in such office or any other office or agency pursuant to Section 5.2 5.02 being herein sometimes referred to as the "Securities Register") in which, subject to such reasonable regulations as it may prescribe, the Company shall provide for the registration of the Junior Subordinated Debentures and of transfers of the Junior Subordinated Debentures. The Trustee is hereby appointed "Securities RegistrarXxxxxxxxx" for the purpose of registering the Junior Subordinated Debentures and transfers of the Junior Subordinated Debentures as herein provided. Upon surrender for registration of transfer of any Junior Subordinated Debenture at an office or agency of the Company designated pursuant to Section 5.2 5.02 for such purpose, the Company shall execute, and the Trustee shall authenticate and deliver, in the name of the designated transferee or transferees, a new Junior Subordinated Debenture of the authorized denomination. All Junior Subordinated Debentures issued upon any registration of transfer of Junior Subordinated Debentures shall be valid obligations of the Company, evidencing the same debt and entitled to the same benefits under this Indenture as the Junior Subordinated Debentures surrendered upon such registration of transfer. Every Junior Subordinated Debenture presented or surrendered for registration of transfer shall be duly endorsed for transfer (if so required by the Company or the Trustee), or shall be accompanied by a written instrument of transfer in form satisfactory to the Company and the Securities Registrar duly executed by the Holder thereof or such Holder's attorney duly authorized in writing. No service charge shall be made for any registration of transfer of Junior Subordinated Debentures, but the Company may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any registration of transfer of Junior Subordinated Debentures. The Company shall not be required to issue or register the transfer of any Junior Subordinated Debenture during a period beginning at the opening of business 15 days before the day of the mailing of a notice of redemption of Junior Subordinated Debentures selected for redemption pursuant to Article Three III and ending at the close of business on the day of such mailing.

Appears in 1 contract

Samples: Subordinated Indenture (Blue Valley Ban Corp)

Registration and Transfer. The Company shall cause to be kept at the Corporate Trust Office of the Trustee a register (the register maintained in such office or any other office or agency pursuant to Section 5.2 being herein sometimes referred to as the "Securities Register") in which, subject to such reasonable regulations as it may prescribe, the Company shall provide for the registration of the Junior Subordinated Debentures and of transfers of the Junior Subordinated Debentures. The Trustee is hereby appointed "Securities Registrar" for the purpose of registering the Junior Subordinated Debentures and transfers of the Junior Subordinated Debentures as herein provided. Upon surrender for registration of transfer of any Junior Subordinated Debenture at an office or agency of the Company designated pursuant to Section 5.2 for such purpose, the Company shall execute, and the Trustee shall authenticate and deliver, in the name of the designated transferee or transferees, a new Junior Subordinated Debenture of the authorized denomination. All Junior Subordinated Debentures issued upon any registration of transfer of Junior Subordinated Debentures shall be valid obligations of the Company, evidencing the same debt and entitled to the same benefits under this Indenture as the Junior Subordinated Debentures surrendered upon such registration of transfer. Every Junior Subordinated Debenture presented or surrendered for registration of transfer shall be duly endorsed for transfer (if so required by the Company or the Trustee), or shall be accompanied by a written instrument of transfer in form satisfactory to the Company and the Securities Registrar duly executed by the Holder thereof or such Holder's attorney duly authorized in writing. No service charge shall be made for any registration of transfer of Junior Subordinated Debentures, but the Company may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any registration of transfer of Junior Subordinated Debentures. 12 The Company shall not be required to issue or register the transfer of any Junior Subordinated Debenture during a period beginning at the opening of business 15 days before the day of the mailing of a notice of redemption of Junior Subordinated Debentures selected for redemption pursuant to Article Three and ending at the close of business on the day of such mailing.

Appears in 1 contract

Samples: Subordinated Indenture (CFB Capital Iv)

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Registration and Transfer. (a) The Company Corporation shall cause to be kept by and at the Corporate Trust Office principal office of the Trustee in the City of Montreal, a central register (and at such other places, if any, as may be designated by the register maintained Corporation and approved by the Trustee, in which shall be entered the names and addresses of the Debentureholders and particulars of the Debentures held by them respectively. Such registration shall be noted on the Debentures by the Trustee. No transfer of a Debenture shall be effective against the Corporation unless made on one of the registers and made by the Debentureholders or its liquidators of succession or administrators or other legal representatives or its or their attorney duly appointed by an instrument in form and execution satisfactory to the Trustee and upon compliance with such office or any requirements prescribed in Section 16.1 hereof and such other office or agency pursuant to Section 5.2 being herein sometimes referred to requirements as the "Securities Register") in which, subject to such reasonable regulations as it Trustee may prescribe, and unless such transfer shall have been duly noted on such Debenture by the Company Trustee. (b) The registered Holder of a Debenture, on whatever register the same may be registered, shall provide for the registration be entitled to have such Debenture transferred at any of the Junior Subordinated Debentures places at which a register is kept pursuant to the provision of this Section 2.7. A Debenture may only be transferred on one of such registers by the registered Debentureholder or its duly appointed mandatary for such purpose and upon compliance with such other reasonable requirements as the Trustee or other registrar may prescribe, and upon due notation of transfers such transfer on such Debenture by the Trustee. (c) A transferee of a Debenture shall, after the Junior Subordinated Debentures. The Trustee is hereby appointed "Securities Registrar" for the purpose of registering the Junior Subordinated Debentures and transfers of the Junior Subordinated Debentures as herein provided. Upon surrender for registration appropriate form of transfer is lodged with the Trustee and upon compliance with any requirements prescribed under this Indenture, be entitled to be entered on a register as the owner of any Junior Subordinated Debenture at an office or agency of such Debenture. (d) Neither the Company designated pursuant to Section 5.2 for such purpose, the Company shall execute, and Corporation nor the Trustee shall authenticate and deliverbe bound to take notice of or see to the execution of any trust, whether express, implied or constructive, in respect of any Debenture, and any Debenture may be transferred on the name direction of the designated transferee registered Debentureholder thereof, whether named as trustee or transfereesotherwise, as though that person were also the beneficial owner thereof. (e) Except in the case of the register required to be kept at the City of Montreal, the Corporation shall have the power, at any time, to close any register and, in that event, it shall transfer the records thereof to another existing register or to a new Junior Subordinated register and thereafter the Debentures registered on the closed register shall be deemed to be registered on such existing or new register, as the case may be. In the event that the register in any place is closed and the records transferred to a register in another place, notice of such change shall be given to each Debentureholder registered in the register so closed and the particulars of such change shall be recorded in the central register required to be kept in the City of Montreal. (f) The Holder of any Debenture shall be entitled to inspect the registers of Debentureholders at any time during normal business hours of the authorized denomination. All Junior Subordinated Debentures issued upon any registration of transfer of Junior Subordinated Debentures shall be valid obligations of the Company, evidencing the same debt Trustee and entitled to the same benefits under this Indenture as the Junior Subordinated Debentures surrendered upon such registration of transfer. Every Junior Subordinated Debenture presented or surrendered for registration of transfer shall be duly endorsed for transfer (if so required by the Company or the Trustee), or shall be accompanied by a written instrument of transfer in form satisfactory to the Company and the Securities Registrar duly executed by the Holder thereof or such Holder's attorney duly authorized in writing. No service charge shall be made for any registration of transfer of Junior Subordinated Debentures, but the Company may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any registration of transfer of Junior Subordinated Debentures. The Company shall not be required to issue or register the transfer of any Junior Subordinated Debenture during a period beginning at the opening of business 15 days before the day of the mailing of a notice of redemption of Junior Subordinated Debentures selected for redemption pursuant to Article Three and ending at the close of business on the day of such mailingmake extracts therefrom.

Appears in 1 contract

Samples: Secured Convertible Debenture Indenture (Illumina Inc)

Registration and Transfer. The Company shall cause to be kept at the Corporate Trust Office of the Trustee a register (the register maintained in such office or any other office or agency pursuant to Section 5.2 being herein sometimes referred to as the "Securities Register") in which, subject to such reasonable regulations as it may prescribe, the Company shall provide for the registration of the Junior Subordinated Debentures and of transfers of the Junior Subordinated Debentures. The Trustee is hereby appointed "Securities Registrar" for the purpose of registering the Junior Subordinated Debentures and transfers of the Junior Subordinated Debentures as herein provided. Upon surrender for registration of transfer of any Junior Subordinated Debenture at an office or agency of the Company designated pursuant to Section 5.2 for such purpose, the Company shall execute, and the Trustee shall authenticate and deliver, in the name of the designated transferee or transferees, a new Junior Subordinated Debenture of the authorized denomination. All Junior Subordinated Debentures issued upon any registration of transfer of Junior Subordinated Debentures shall be valid obligations of the Company, evidencing the same debt and entitled to the same benefits under this Indenture as the Junior Subordinated Debentures surrendered upon such registration of transfer. Every Junior Subordinated Debenture presented or surrendered for registration of transfer shall be duly endorsed for transfer (if so required by the Company or the Trustee), or shall be accompanied by a written instrument of transfer in form satisfactory to the Company and the Securities Registrar duly executed by the Holder thereof or such HolderXxxxxx's attorney duly authorized in writing. No service charge shall be made for any registration of transfer of Junior Subordinated Debentures, but the Company may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any registration of transfer of Junior Subordinated Debentures. The Company shall not be required to issue or register the transfer of any Junior Subordinated Debenture during a period beginning at the opening of business 15 days before the day of the mailing of a notice of redemption of Junior Subordinated Debentures selected for redemption pursuant to Article Three and ending at the close of business on the day of such mailing.

Appears in 1 contract

Samples: Subordinated Indenture (United Community Bancshares Inc)

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