Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes not bearing a Restricted Notes Legend, the Registrar shall deliver Notes that do not bear a Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes bearing a Restricted Notes Legend, the Registrar shall deliver only Notes that bear a Restricted Notes Legend unless (1) an Initial Note is being transferred pursuant to an effective registration statement, (2) Initial Notes are being exchanged for Notes that do not bear the Restricted Notes Legend in accordance with Section 2.6(f) or (3) there is delivered to each of the Issuer and the Registrar an Opinion of Counsel satisfactory to each of them stating that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act. Any Additional Notes sold in a registered offering shall not be required to bear the Restricted Notes Legend.
Appears in 4 contracts
Samples: Surgery Center (Surgery Partners, Inc.), Indenture (Surgery Partners, Inc.), Indenture (Surgery Partners, Inc.)
Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes not bearing a Restricted Notes Legend, the Registrar shall deliver Notes that do not bear a Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes bearing a Restricted Notes Legend, the Registrar shall deliver only Notes that bear a Restricted Notes Legend unless (1) an Initial Note is being transferred pursuant to an a shelf registration statement or other effective registration statement, (2) Initial Notes are being exchanged for Notes that do not bear the Restricted Notes Legend in accordance with Section 2.6(f2.6(e) or (3) there is delivered to each of the Issuer and the Registrar an Opinion of Counsel reasonably satisfactory to each of them stating the Issuer and the Registrar to the effect that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act. Any Additional Notes sold in a registered offering shall not be required to bear the Restricted Notes Legend.
Appears in 4 contracts
Samples: Indenture (Primo Water Corp /CN/), Primo Water Corp /CN/, Indenture (Cott Corp /Cn/)
Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes not bearing a Restricted Notes Legend, the Registrar shall deliver Notes that do not bear a Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes bearing a Restricted Notes Legend, the Registrar shall deliver only Notes that bear a Restricted Notes Legend unless (1i) an Initial Note is being transferred pursuant to an effective registration statement, (2ii) Initial Notes are being exchanged for Notes that do not bear the Restricted Notes Legend in accordance with Section 2.6(f2.06(e) or (3iii) there is delivered to each of the Issuer and the Registrar an Opinion of Counsel satisfactory to each of them stating that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the U.S. Securities Act. Any Additional Notes sold in a registered offering shall not be required to bear the Restricted Notes Legend.
Appears in 3 contracts
Samples: Indenture (Yum Brands Inc), Yum Brands Inc, Yum Brands Inc
Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes not bearing a Restricted Notes Legend, the Registrar shall deliver Notes that do not bear a Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes bearing a Restricted Notes Legend, the Registrar shall deliver only Notes that bear a Restricted Notes Legend unless (1) an Initial Note is being transferred pursuant to an effective registration statement, (2) Initial Notes are being exchanged for Notes that do not bear the Restricted Notes Legend in accordance with Section 2.6(f2.6(e) or (3) there is delivered to each of the Issuer and the Registrar an Opinion of Counsel reasonably satisfactory to each of them stating the Company and the Registrar to the effect that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act. Any Additional Notes sold in a registered offering shall not be required to bear the Restricted Notes Legend.
Appears in 3 contracts
Samples: Churchill Downs Incorporated (Churchill Downs Inc), Indenture (CHURCHILL DOWNS Inc), Churchill Downs Inc
Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes not bearing a Restricted Notes Legend, the Registrar shall deliver Notes that do not bear a Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes bearing a Restricted Notes Legend, the Registrar shall deliver only Notes that bear a Restricted Notes Legend unless (1) an Initial Note is being transferred pursuant to an effective registration statement, (2) Initial Notes are being exchanged for Notes that do not bear the Restricted Notes Legend in accordance with Section 2.6(f2.6(e) or (3) there is delivered to each of the Issuer and the Registrar an Opinion of Counsel reasonably satisfactory to each of them it stating that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act. Any Additional Notes sold in a registered offering shall not be required to bear the Restricted Notes Legend.
Appears in 3 contracts
Samples: Indenture (Trinseo S.A.), Indenture (Trinseo S.A.), Indenture (Trinseo S.A.)
Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes not bearing a Restricted Notes Legend, the Registrar shall deliver Notes that do not bear a Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes bearing a Restricted Notes Legend, the Registrar shall deliver only Notes that bear a Restricted Notes Legend unless (1) an Initial Note is being transferred pursuant to an effective registration statement, (2) Initial Notes are being exchanged for Notes that do not bear the Restricted Notes Legend in accordance with Section 2.6(f2.6(e) or (3) there is delivered to each of the Issuer and the Registrar an Opinion of Counsel satisfactory to each of them it stating that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act. Any Additional Notes sold in a registered offering shall not be required to bear the Restricted Notes Legend.
Appears in 3 contracts
Samples: Second Agreement (H. J. Heinz Corp II), Indenture (Ladder Capital Corp), American Capital, LTD
Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes not bearing a Restricted Notes Legend, the Registrar shall deliver Notes that do not bear a Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes bearing a Restricted Notes Legend, the Registrar shall deliver only Notes that bear a Restricted Notes Legend unless (1) an Initial Note is being transferred pursuant to an effective registration statement, (21) Initial Notes are being exchanged for Notes that do not bear the a Restricted Notes Legend in accordance with Section 2.6(f2.6(e) or (31) there is delivered to each of the Issuer and the Registrar an Opinion of Counsel reasonably satisfactory to each of them stating the Issuer to the effect that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act. Any Additional Notes sold in a registered offering shall not be required to bear the Restricted Notes Legend.
Appears in 2 contracts
Samples: Skillz Inc., Carvana Co.
Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes not bearing a Restricted Notes Legend, the Registrar shall deliver Notes that do not bear a Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes bearing a Restricted Notes Legend, the Registrar shall deliver only Notes that bear a Restricted Notes Legend unless (1i) an Initial Note is being transferred pursuant to an effective registration statement, (2ii) Initial Notes are being exchanged for Notes that do not bear the Restricted Notes Legend in accordance with this Section 2.6(f2.06(d) or (3iii) there is delivered to each of the Issuer and the Registrar an Opinion of Counsel reasonably satisfactory to each of them stating the Company and the Trustee to the effect that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act. Any Additional Notes sold in a an offering registered offering under the Securities Act shall not be required to bear the Restricted Notes Legend.
Appears in 2 contracts
Samples: Intercreditor Agreement (Cleveland-Cliffs Inc.), Intercreditor Agreement (Cleveland-Cliffs Inc.)
Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes not bearing a Restricted Notes Legend, the Registrar shall deliver Notes that do not bear a Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes bearing a Restricted Notes Legend, the Registrar shall deliver only Notes that bear a Restricted Notes Legend unless (1) an Initial Note is being transferred pursuant to an effective registration statement, (2) Initial Notes are being exchanged for Notes that do not bear the Restricted Notes Legend in accordance with Section 2.6(f2.6(e) or (3) there is delivered to each of the Issuer and the Registrar an Opinion of Counsel satisfactory to each of them it and the Issuers stating that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act. Any Additional Notes sold in a registered offering shall not be required to bear the Restricted Notes Legend.
Appears in 2 contracts
Samples: Indenture (Foundation Building Materials, Inc.), Indenture (Acelity L.P. Inc.)
Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes not bearing a Restricted Notes Legend, the Registrar shall deliver Notes that do not bear a Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes bearing a Restricted Notes Legend, the Registrar shall deliver only Notes that bear a Restricted Notes Legend unless (1) an Initial Note is being transferred pursuant to an effective registration statement, (2) Initial Notes are being exchanged for Notes that do not bear the Restricted Notes Legend in accordance with Section 2.6(f2.6(e) or (3) there is delivered to each of the Registrar and the Issuer and the Registrar an Opinion of Counsel reasonably satisfactory to each of them stating the Issuer to the effect that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act. Any Additional Notes sold in a registered offering shall not be required to bear the Restricted Notes Legend.
Appears in 2 contracts
Samples: Indenture (Owens & Minor Inc/Va/), Owens & Minor Inc/Va/
Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes not bearing a Restricted Notes Legend, the Registrar shall deliver Notes that do not bear a Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes bearing a Restricted Notes Legend, the Registrar shall deliver only Notes that bear a Restricted Notes Legend unless (1) an Initial Note is being transferred pursuant to an effective registration statement, (2) Initial Notes are being exchanged for Notes that do not bear the Restricted Notes Legend in accordance with Section 2.6(f2.6(e) or (3) there is delivered to each of the Issuer and the Registrar an Opinion of Counsel reasonably satisfactory to each of them stating the Issuers to the effect that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act. Any Additional Notes sold in a registered offering shall not be required to bear the Restricted Notes Legend.
Appears in 2 contracts
Samples: Evergreen Acqco (Savers Value Village, Inc.), Indenture (Townsquare Media, LLC)
Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes not bearing a Restricted Notes Legend, the Registrar shall deliver Notes that do not bear a Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes bearing a Restricted Notes Legend, the Registrar shall deliver only Notes that bear a Restricted Notes Legend unless (1) an Initial Note is being transferred pursuant to an effective registration statement, (2) Initial the requested transfer is after the relevant Resale Restriction Termination Date with respect to such Notes are being exchanged for Notes that do not bear the Restricted Notes Legend in accordance with Section 2.6(f) or (3) there is delivered to each of the Issuer and the Registrar an Opinion of Counsel reasonably satisfactory to each of them stating the Issuers to the effect that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act. Any Additional Notes sold in a an offering registered offering under the Securities Act shall not be required to bear the Restricted Notes Legend.
Appears in 2 contracts
Samples: Indenture (Pactiv Evergreen Inc.), Indenture (Pactiv Evergreen Inc.)
Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes not bearing a Restricted Notes Legend, the Registrar shall deliver Notes that do not bear a Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes bearing a Restricted Notes Legend, the Registrar shall deliver only Notes that bear a Restricted Notes Legend unless (1) an Initial Note is being transferred pursuant to an effective registration statement, (2i) Initial Notes are being exchanged for Notes that do not bear the Restricted Notes Legend in accordance with Section 2.6(f2.6(e) or (3ii) there is delivered to each the Registrar an opinion of counsel reasonably satisfactory to the Issuer and the Registrar an Opinion of Counsel satisfactory Trustee to each of them stating the effect that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act. Any Additional Notes sold in a registered offering shall not be required to bear the Restricted Notes Legend.
Appears in 2 contracts
Samples: CPG Merger Sub (CPG Newco LLC), CPG Merger Sub (CPG Newco LLC)
Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes not bearing a Restricted Notes Legend, the Registrar shall deliver Notes that do not bear a Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes bearing a Restricted Notes Legend, the Registrar shall deliver only Notes that bear a Restricted Notes Legend unless (1i) an Initial Note is being transferred pursuant to an effective registration statement, (2ii) Initial Notes are being exchanged for Notes that do not bear the Restricted Notes Legend in accordance with Section 2.6(f2.6(e) or (3iii) there is delivered to each of the Issuer and the Registrar an Opinion of Counsel reasonably satisfactory to each of them stating the Issuer to the effect that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act. Any Additional Notes sold in a registered offering shall not be required to bear the Restricted Notes Legend.
Appears in 2 contracts
Samples: Joinder Agreement (Macy's, Inc.), Macy's, Inc.
Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes not bearing a Restricted Notes Legend, the Registrar shall deliver Notes that do not bear a Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes bearing a Restricted Notes Legend, the Registrar shall deliver only Notes that bear a Restricted Notes Legend unless (1) an Initial Note is being transferred pursuant to an effective registration statement, (2i) Initial Notes are being exchanged for Notes that do not bear the Restricted Notes Legend in accordance with Section 2.6(f2.6(e) or (3ii) there is delivered to each of the Issuer and the Registrar an Opinion of Counsel reasonably satisfactory to each of them stating the Issuer and the Trustee to the effect that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act. Any Additional Notes sold in a registered offering shall not be required to bear the Restricted Notes Legend.
Appears in 1 contract
Samples: Indenture (CPG Newco LLC)
Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes not bearing a Restricted Notes Legend, the Registrar shall deliver Notes that do not bear a Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes bearing a Restricted Notes Legend, the Registrar shall deliver only Notes that bear a Restricted Notes Legend unless (1) an Initial Note is being transferred pursuant to an effective registration statement, (2) Initial Notes are being exchanged for Notes that do not bear the Restricted Notes Legend in accordance with Section 2.6(fSection 2.6(e) or (3) there is delivered to each of the Registrar and the Issuer and the Registrar an Opinion of Counsel reasonably satisfactory to each of them stating the Issuer to the effect that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act. Any Additional Notes sold in a registered offering shall not be required to bear the Restricted Notes Legend.
Appears in 1 contract
Samples: Indenture (Option Care Health, Inc.)
Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes not bearing a Restricted Notes Legend, the Registrar shall deliver Notes that do not bear a Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes bearing a Restricted Notes Legend, the Registrar shall deliver only Notes that bear a Restricted Notes Legend unless (1i) an Initial Note is being transferred pursuant to an effective registration statement, (2ii) Initial Notes are being exchanged for Notes that do not bear the Restricted Notes Legend in accordance with Section 2.6(f2.6(e) or (3iii) there is delivered to each of the Issuer and the Registrar an Opinion of Counsel reasonably satisfactory to each of them stating the Company and the Trustee to the effect that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act. Any Additional Notes sold in a registered offering shall not be required to bear the Restricted Notes Legend.
Appears in 1 contract
Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes not bearing a Restricted Notes Legend, the Registrar shall deliver Notes that do not bear a Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes bearing a Restricted Notes Legend, the Registrar shall deliver only Notes that bear a Restricted Notes Legend unless (1i) an Initial Note is being transferred pursuant to an effective registration statement, (2ii) Initial Notes are being exchanged for Notes that do not bear the Restricted Notes Legend in accordance with this Section 2.6(f2.06(d) or (3iii) there is delivered to each of the Issuer and the Registrar an Opinion of Counsel reasonably satisfactory to each of them stating the Company and the Trustee to the effect that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act. Any Additional Notes sold in a an offering registered offering under the Securities Act shall not be required to bear the Restricted Notes Legend.
Appears in 1 contract
Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes not bearing a Restricted Notes Securities Legend, the Registrar shall deliver Notes that do not bear a Restricted Notes Securities Legend. Upon the transfer, exchange or replacement of Notes bearing a Restricted Notes Securities Legend, the Registrar shall deliver only Notes that bear a Restricted Notes Securities Legend unless (1i) an Initial a Note is being transferred pursuant to an effective registration statement, (2) Initial Notes are being exchanged for Notes that do not bear the Restricted Notes Legend in accordance with Section 2.6(f) statement or (3ii) there is delivered to each of the Issuer and the Registrar an Opinion of Counsel reasonably satisfactory to each of them stating the Issuer and the Registrar to the effect that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act. Any Neither the Initial Notes nor any Additional Notes sold issued in a registered offering exchange for 2022 Notes in accordance with Section 3.3(b)(13) shall not be required to bear the Restricted Notes Securities Legend.
Appears in 1 contract
Samples: Indenture (Ultra Petroleum Corp)
Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes not bearing a Restricted Notes Legend, the Registrar shall deliver Notes that do not bear a Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes bearing a Restricted Notes Legend, the Registrar shall deliver only Notes that bear a Restricted Notes Legend unless (1) an Initial Note is Notes are being transferred pursuant to an effective registration statement, (2) Initial Notes are being exchanged for Notes that do not bear the Restricted Notes Legend in accordance with Section 2.6(f2.6(e) or (3) there is delivered to each of the Issuer and the Registrar an Opinion of Counsel satisfactory to each of them it stating that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act. Any Additional Notes sold in a registered offering shall not be required to bear the Restricted Notes Legend.
Appears in 1 contract
Samples: cases.primeclerk.com
Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes not bearing a Restricted Notes Legend, the Registrar shall deliver Notes that do not bear a Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes bearing a Restricted Notes Legend, the Registrar shall deliver only Notes that bear a Restricted Notes Legend unless (1) an Initial Note is being transferred pursuant to an effective registration statement, (2) Initial Notes are being exchanged for Notes that do not bear the Restricted Notes Legend in accordance with REF _Ref490527179 \w \h \* MERGEFORMAT Section 2.6(f2.6(e) or (3) there is delivered to each of the Issuer and the Registrar an Opinion of Counsel reasonably satisfactory to each of them stating the Issuer to the effect that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act. Any Additional Notes sold in a registered offering shall not be required to bear the Restricted Notes Legend.
Appears in 1 contract
Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes not bearing a Restricted Notes Legend, the Registrar shall deliver Notes that do not bear a Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes bearing a Restricted Notes Legend, the Registrar shall deliver only Notes that bear a Restricted Notes Legend unless (1) an Initial Note is being transferred pursuant to an effective registration statement, (2) Initial Notes are being exchanged for Notes that do not bear the Restricted Notes Legend in accordance with Section 2.6(f2.6(e) or (3) there is delivered to each of the Issuer and the Registrar an Opinion of Counsel reasonably satisfactory to each of them stating the Issuer and the Registrar to the effect that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act. Any Additional Notes sold in a registered offering shall not be required to bear the Restricted Notes Legend.
Appears in 1 contract
Samples: Indenture (Churchill Downs Inc)
Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes not bearing a Restricted Notes Legend, the Registrar shall deliver Notes that do not bear a Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes bearing a Restricted Notes Legend, the Registrar shall deliver only Notes that bear a Restricted Notes Legend unless (1i) an Initial Note is being transferred pursuant to an effective registration statement, (2ii) Initial Notes are being exchanged for Notes that do not bear the Restricted Notes Legend in accordance with Section 2.6(fSection 2.6(e) or (3iii) there is delivered to each of the Issuer and the Registrar an Opinion of Counsel reasonably satisfactory to each of them stating the Issuer to the effect that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act. Any Additional Notes sold in a registered offering shall not be required to bear the Restricted Notes Legend.
Appears in 1 contract
Samples: Macy's, Inc.
Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes not bearing a Restricted Notes Legend, the Registrar shall deliver Notes that do not bear a Restricted Notes Legend. Upon the transfer, exchange or replacement of Notes bearing a Restricted Notes Legend, the Registrar shall deliver only Notes that bear a Restricted Notes Legend unless (1i) an Initial Note is being transferred pursuant to an effective registration statement, (2ii) Initial Notes are being exchanged for Notes that do not bear the Restricted Notes Legend in accordance with Section 2.6(fthis paragraph (d) or (3iii) there is delivered to each of the Issuer and the Registrar an Opinion of Counsel reasonably satisfactory to each of them stating the Company and the Trustee to the effect that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act. Any Additional Notes sold in a an offering registered offering under the Securities Act shall not be required to bear the Restricted Notes Legend.
Appears in 1 contract
Samples: Cleveland-Cliffs Inc.