Common use of Registration; Transfer Clause in Contracts

Registration; Transfer. (a) The Registrar shall maintain a Register in which it shall register the names, addresses and taxpayer identification numbers of the Holders of the Notes and shall register the transfer of Notes. (b) Upon surrender for registration of transfer of any Note to the Registrar or any Transfer Agent, the Issuer shall execute, and the Issuing and Paying Agent shall complete, authenticate and deliver, in the name of the designated transferee or transferees, one or more new Notes, of any Authorized Denominations and having identical terms and provisions of such surrendered Note and for a like aggregate principal amount. (c) At the option of the Holder of a Certificated Note, Certificated Notes may be exchanged for other Certificated Notes of any Authorized Denominations and having identical terms and provisions and for a like aggregate principal amount, upon surrender of the Notes to be exchanged to the Registrar or any Transfer Agent. Whenever any Certificated Notes are so surrendered for exchange, the Issuer shall execute, and the Issuing and Paying Agent shall complete, authenticate and deliver, the Certificated Notes which the Holder of the Certificated Note making the exchange is entitled to receive. (d) Each new Note issued upon presentment of any Note for registration of transfer or exchange shall be issued as of the date of its authentication. Except as provided herein or in the applicable Pricing Supplement and Note, owners of beneficial interests in a Global Note will not receive or be entitled to receive physical delivery of Certificated Notes and will not be considered the owners or Holders thereof under this Agreement. (e) Notwithstanding the foregoing, neither the Registrar or any Transfer Agent shall register the transfer of or exchange (i) any Note that has been called for redemption in whole or in part, except the unredeemed portion of Notes being redeemed in part, (ii) any Note during the period beginning at the opening of business 15 days before the mailing of a notice of such redemption and ending at the close of business on the date of such mailing, or (iii) any Global Note in violation of the legend contained on the face of such Global Note. (f) All Notes issued upon any registration of transfer or exchange of Notes shall be the valid obligations of the Issuer, evidencing the same debt, and entitled to the same benefits as the Notes surrendered upon such registration of transfer or exchange. (g) Every Note presented or surrendered for registration of transfer or for exchange shall be duly endorsed, or be accompanied by a written instrument of transfer with such evidence of due authorization and guaranty of signature as may reasonably be required by the Registrar or any Transfer Agent, as applicable, in form satisfactory to either of them, duly executed by the Holder thereof or his attorney duly authorized in writing. (h) No service charge shall be made to a Holder of Notes for any transfer or exchange of Notes, but the Issuer may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection therewith.

Registration; Transfer. (a) The Registrar shall maintain a Register in which it shall register the names, addresses and taxpayer identification numbers of the Holders of the Notes and shall register the transfer of Notes. (b) Upon surrender for registration of transfer of any Note to the Registrar or any Transfer Agent, the Issuer shall execute, and the Issuing and Paying Agent shall complete, authenticate and deliver, in the name of the designated transferee or transferees, one or more new Notes, of any Authorized Denominations and having identical terms and provisions of such surrendered Note and for a like aggregate principal amount. (c) At the option of the Holder of a Certificated certificated Note, Certificated certificated Notes may be exchanged for other Certificated certificated Notes of any Authorized Denominations and having identical terms and provisions and for a like aggregate principal amount, upon surrender of the Notes to be exchanged to at the Registrar or any Transfer Agent. Whenever any Certificated certificated Notes are so surrendered for exchange, the Issuer thereof shall execute, and the Issuing and Paying Agent shall complete, authenticate and deliver, the Certificated certificated Notes which the Holder of the Certificated certificated Note making the exchange is entitled to receive. (d) . Each new Note issued upon presentment of any Note for registration of transfer or exchange shall be issued as of the date of its authentication. Except as provided herein or in the applicable Pricing Supplement and Note, owners of beneficial interests in a Global Note representing Book Entry Notes registered in their names, will not receive or be entitled to receive physical delivery of Certificated Notes and will not be considered the owners or Holders thereof under this Agreement. (ed) Notwithstanding the foregoing, foregoing neither the Registrar or any Transfer Agent shall register the transfer of or exchange (i) any Note that has been called for redemption in whole or in part, except the unredeemed portion of Notes being redeemed in part, (ii) any Note during the period beginning at the opening of business 15 days before the mailing of a notice of such redemption and ending at the close of business on the date of such mailing, or (iii) any Global Note in violation of the legend contained on the face of such Global Note. (fe) All Notes issued upon any registration of transfer or exchange of Notes shall be the valid obligations of the Issuer, evidencing the same debt, and entitled to the same benefits as the Notes surrendered upon such registration of transfer or exchange. (gf) Every Note presented or surrendered for registration of transfer or for exchange shall be duly endorsed, or be accompanied by a written instrument of transfer with such evidence of due authorization and guaranty of signature as may reasonably be required by the Registrar or any Transfer Agent, as applicable, in form satisfactory to either of them, duly executed by the Holder thereof or his attorney duly authorized in writing. (hg) No service charge shall be made to a Holder of Notes for any transfer or exchange of Notes, but the Issuer may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection therewith.

Registration; Transfer. Company shall cause to be kept at its principal office a certificate register (athe "Certificate Register") The Registrar shall maintain a Register in which it the Company shall provide for the registration of Certificates and of transfers and exchanges of Certificates as herein provided. Company shall register the names, addresses Certificates and taxpayer identification numbers transfers and exchanges of the Holders of the Notes and shall register the transfer of Notes. (b) Certificates as herein provided. Upon surrender for registration of transfer of any Note Certificate to Company (and subject to the Registrar or any Transfer Agent, the Issuer provisions of this Instrument) Company shall execute, and the Issuing and Paying Agent shall completedate, authenticate countersign and deliver, in the name of the designated transferee or transferees, one or more new Notes, Certificates of any Authorized Denominations and having identical terms and provisions of such surrendered Note and for a like aggregate principal amount. (c) Percentage Interest. At the option of the Holder of a Certificated Noteany Holder, Certificated Notes Certificates may be exchanged for other Certificated Notes Certificates of any Authorized Denominations and having identical terms and provisions and for a like aggregate principal amount, Percentage Interest upon surrender of the Notes Certificates to be exchanged to the Registrar or any Transfer AgentCompany. Whenever any Certificated Notes Certificates are so surrendered for exchange, the Issuer Company shall execute, and the Issuing and Paying Agent shall completedate, authenticate countersign and deliver, the Certificated Notes Certificates which the Holder of the Certificated Note making the exchange is entitled to receive. (d) Each new Note issued upon presentment of any Note . Every Certificate presented or surrendered for registration of transfer or exchange shall be issued as of (if so required by the date of its authentication. Except as provided herein or in the applicable Pricing Supplement and Note, owners of beneficial interests in a Global Note will not receive or be entitled to receive physical delivery of Certificated Notes and will not be considered the owners or Holders thereof under this Agreement. (eCompany) Notwithstanding the foregoing, neither the Registrar or any Transfer Agent shall register the transfer of or exchange (i) any Note that has been called for redemption in whole or in part, except the unredeemed portion of Notes being redeemed in part, (ii) any Note during the period beginning at the opening of business 15 days before the mailing of a notice of such redemption and ending at the close of business on the date of such mailing, or (iii) any Global Note in violation of the legend contained on the face of such Global Note. (f) All Notes issued upon any registration of transfer or exchange of Notes shall be the valid obligations of the Issuer, evidencing the same debt, and entitled to the same benefits as the Notes surrendered upon such registration of transfer or exchange. (g) Every Note presented or surrendered for registration of transfer or for exchange shall be duly endorsedendorsed by, or be accompanied by a written instrument of transfer with such evidence of due authorization and guaranty of signature as may reasonably be required by the Registrar or any Transfer Agent, as applicable, in form satisfactory to either of themthe Company, duly executed by the Holder thereof or his attorney duly authorized in writing. (h) . No service charge shall be made to a Holder of Notes for any transfer or exchange of NotesCertificates, but the Issuer Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection therewithwith any transfer or exchange of Certificates. All Certificates surrendered for transfer and exchange shall be canceled by Company. No transfer of a Certificate or any interest therein shall be made unless the prospective transferee provides Company with an opinion of counsel (which shall not be at the expense of Company) satisfactory to Company in its sole judgment that such transfer is being made either pursuant to a registration statement that has become effective under the Securities Act or pursuant to an exemption from registration under the Act, and either does not require registration or qualification under any State securities laws, or has been so registered or qualified. The opinion shall also state that as a result of such transfer, the Company is under no obligation to register under the Securities Act of 1934, as amended, the Investment Company Act of 1940 or any other federal or state securities law. The Certificates shall bear a legend referring to the foregoing restrictions contained in this paragraph. Prior to the due presentation of a Certificate for registration of transfer, the Company and any agent of the Company may treat the Person in whose name any Certificate is registered as the owner of such Certificate for the purpose of receiving Distributions, and for all other purposes whatsoever, and neither the Company nor any agent of Company shall be affected by notice to the contrary. All Distributions shall be made to Holders of record on the last day of the month preceding the month in which made.

Registration; Transfer. (a) The Registrar shall maintain a Register in which it shall register the names, addresses and taxpayer identification numbers of the Holders of the Notes and shall register the transfer of Notes. (b) Upon surrender for registration of transfer of any Note to the Registrar or any Transfer Agent, the Issuer thereof shall execute, and the Issuing and Paying Agent shall complete, authenticate and deliver, in the name of the designated transferee or transferees, one or more new Notes, of any Authorized Denominations and having identical terms and provisions of such surrendered Note and for a like aggregate principal amount. (c) At the option of the Holder of a Certificated certificated Note, Certificated certificated Notes may be exchanged for other Certificated certificated Notes of any Authorized Denominations and having identical terms and provisions and for a like aggregate principal amount, upon surrender of the Notes to be exchanged to at the Registrar or any Transfer Agent. Whenever any Certificated certificated Notes are so surrendered for exchange, the Issuer thereof shall execute, and the Issuing and Paying Agent shall complete, authenticate and deliver, the Certificated certificated Notes which the Holder of the Certificated certificated Note making the exchange is entitled to receive. (d) . Each new Note issued upon presentment of any Note for registration of transfer or exchange shall be issued as of the date of its authentication. Except as provided herein or in the applicable Pricing Supplement and Noteherein, owners of beneficial interests in a Global Note representing Book Entry Notes registered in their names, will not receive or be entitled to receive physical delivery of Certificated Notes and will not be considered the owners or Holders thereof under this Agreement. (ed) Notwithstanding the foregoing, foregoing neither the Registrar or any Transfer Agent shall register the transfer of or exchange (i) any Note that has been called for redemption in whole or in part, except the unredeemed portion of Notes being redeemed in part, (ii) any Note during the period beginning at the opening of business 15 days before the mailing of a notice of such redemption and ending at the close of business on the date of such mailing, or (iii) any Global Note in violation of the legend contained on the face of such Global Note. (fe) All Notes issued upon any registration of transfer or exchange of Notes shall be the valid obligations of the IssuerIssuer thereof, evidencing the same debt, and entitled to the same benefits as the Notes surrendered upon such registration of transfer or exchange. (gf) Every Note presented or surrendered for registration of transfer or for exchange shall be duly endorsed, or be accompanied by a written instrument of transfer with such evidence of due authorization and guaranty of signature as may reasonably be required by the Registrar or any Transfer Agent, as applicable, in form satisfactory to either of them, duly executed by the Holder thereof or his attorney duly authorized in writing. (hg) No service charge shall be made to a Holder of Notes for any transfer or exchange of Notes, but the Issuer thereof may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection therewith.