Taxes on Conversion. The issuance of certificates for shares of Common Stock upon the conversion of any Security shall be made without charge to the converting Noteholder for such certificates or for any tax in respect of the issuance of such certificates, and such certificates shall be issued in the respective names of, or in such names as may be directed by, the holder or holders of the converted Security; provided, however, that in the event that certificates for shares of Common Stock are to be issued in a name other than the name of the holder of the Security converted, such Security, when surrendered for conversion, shall be accompanied by an instrument of transfer, in form satisfactory to the Company, duly executed by the registered holder thereof or his duly authorized attorney; and provided further, however, that the Company shall not be required to pay any tax which may be payable in respect of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the holder of the converted Security, and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid or is not applicable.
Appears in 7 contracts
Samples: Indenture (Intevac Inc), Indenture (Intevac Inc), Indenture (HMT Technology Corp)
Taxes on Conversion. The issuance of certificates for shares of Common Stock Class A common stock upon the conversion of any Security the Note shall be made without charge to the converting Noteholder for such certificates or for any tax in respect of the issuance of such certificates, and such certificates shall be issued in the respective names of, or in such names as may be directed by, the holder or holders of the converted SecurityNote; provided, however, that in the event that certificates for shares of Common Stock Class A common stock are to be issued in a name other than the name of the holder of the Security Note converted, such SecurityNote, when surrendered for conversion, shall be accompanied by an instrument of assignment or transfer, in form satisfactory to the Company, duly executed by the registered holder thereof or his duly authorized attorney; and provided further, however, that the Company shall not be required to pay any tax which may be payable in respect of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the holder of the converted SecurityNote, and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid or is not applicable.
Appears in 6 contracts
Samples: Registration Rights Agreement (Easylink Services Corp), Modification Agreement (Easylink Services Corp), Modification Agreement (Easylink Services Corp)
Taxes on Conversion. The issuance of certificates for shares of Common Stock Class A common stock upon the conversion of any Security Note shall be made without charge to the converting Noteholder for such certificates or for any tax in respect of the issuance of such certificates, and such certificates shall be issued in the respective names of, or in such names as may be directed by, the holder or holders of the converted SecurityNote; provided, however, that in the event that certificates for shares of Common Stock Class A common stock are to be issued in a name other than the name of the holder of the Security Note converted, such SecurityNote, when surrendered for conversion, shall be accompanied by an instrument of assignment or transfer, in form satisfactory to the Company, duly executed by the registered holder thereof or his duly authorized attorney; and provided further, however, that the Company shall not be required to pay any tax which may be payable in respect of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the holder of the converted SecurityNote, and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid or is not applicable.
Appears in 4 contracts
Samples: Note Exchange Agreement (Mail Com Inc), Registration Rights Agreement (Easylink Services Corp), Registration Rights Agreement (Easylink Services Corp)
Taxes on Conversion. The issuance of certificates for shares of Common Stock upon the conversion of any Security shall be made without charge to the converting Noteholder Securityholder for such certificates or for any tax in respect of the issuance of such certificates, and such certificates shall be issued in the respective names of, or in such names as may be directed by, the holder or holders of the converted Security; provided, however, that in the event that certificates for shares of Common Stock are to be issued in a name other than the name of the holder of the Security converted, such Security, when surrendered for conversion, shall be accompanied by an instrument of transfer, in form satisfactory to the Company, duly executed by the registered holder thereof or his duly authorized attorney; and provided further, however, that the Company shall not be required to pay any tax which may be payable in respect of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the holder of the converted Security, and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid or is not applicable.
Appears in 4 contracts
Samples: Indenture (Intevac Inc), Indenture (Intevac Inc), Indenture (Intevac Inc)
Taxes on Conversion. The issuance of certificates for shares of Common Stock upon the conversion of any Security Note shall be made without charge to the converting Noteholder Holder for such certificates or for any tax in respect of the issuance of such certificates, and such certificates shall be issued in the respective names of, or in such names as may be directed by, the holder Holder or holders Holders of the converted SecurityNote; provided, however, that in the event that certificates for shares of Common Stock are to be issued in a name other than the name of the holder Holder of the Security Note converted, such SecurityNote, when surrendered for conversion, shall be accompanied by an instrument of transfer, in form satisfactory to the Company, duly executed by the registered holder Holder thereof or his duly authorized attorney; and provided further, however, that the Company shall not be required to pay any tax which may be payable in respect of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the holder Holder of the converted SecurityNote, and the Company shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid or is not applicable.
Appears in 4 contracts
Samples: Echostar Communications Corp, Microstrategy Inc, Akamai Technologies Inc
Taxes on Conversion. The issuance of certificates for shares of Common Stock upon the conversion of any Security shall be made without charge to the converting Noteholder Holder for such certificates or for any tax in respect of the issuance of such certificates, and such certificates shall be issued in the respective names of, or in such names as may be directed by, the holder or holders of the converted Security; provided, however, that in the event that certificates for shares of Common Stock are to be issued in a name other than the name of the holder of the Security converted, such Security, when surrendered for conversion, shall be accompanied by an instrument of assignment or transfer, in form satisfactory to the Company, duly executed by the registered holder thereof or his duly authorized attorney; and provided further, however, that the Company shall not be required to pay any tax which may be payable in respect of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the holder of the converted Security, and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid or is not applicable.
Appears in 3 contracts
Samples: Indenture (Talk America), Indenture (Talk America), Talk America
Taxes on Conversion. The issuance of certificates for shares of Common Stock upon the conversion of any Security shall be made without charge to the converting Noteholder Securityholder for such certificates or for any tax in respect of the issuance of such certificates, and such certificates shall be issued in the respective names of, or in such names as may be directed by, the holder Holder or holders Holders of the converted SecuritySecurity converted; provided, however, that in the event that certificates for shares of Common Stock are to be issued in a name other than the name of the holder Holder of the Security converted, such Security, when surrendered for conversion, shall be accompanied by an instrument of transfer, in form satisfactory to the Company, duly executed by the registered holder Holder thereof or his duly authorized attorney; and provided further, however, that the Company shall not be required to pay any tax which may be payable in respect of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the holder of the converted SecuritySecurity converted, and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid or is not applicable.
Appears in 3 contracts
Samples: Westmoreland Coal Co, Smurfit Stone Container Corp, Smurfit Stone Container Corp
Taxes on Conversion. The issuance of certificates for shares of Common Stock upon the conversion of any Security shall be made without charge to the converting Noteholder for such certificates or for any tax in respect of the issuance of such certificates, and such certificates shall be issued in the respective names of, or in such names as may be directed by, the holder or holders of the converted Security; provided, however, that in the event that certificates for shares of Common Stock are to be issued in a name other than the name of the holder of the Security converted, such Security, when surrendered for conversion, shall be accompanied by an instrument of assignment or transfer, in form satisfactory to the Company, duly executed by the registered holder thereof or his duly authorized attorney; and provided further, however, that the Company shall not be required to pay any tax which may be payable in respect of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the holder of the converted Security, and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid or is not applicable.
Appears in 3 contracts
Samples: Indenture (Sabratek Corp), Indenture (Tel Save Holdings Inc), Tel Save Holdings Inc
Taxes on Conversion. The issuance of certificates for shares of Class A Common Stock upon the conversion of any Security Note shall be made without charge to the converting Noteholder Holder for such certificates or for any tax in respect of the issuance of such certificates, and such certificates shall be issued in the respective names of, or in such names as may be directed by, the holder Holder or holders Holders of the converted SecurityNote; provided, however, that in the event that certificates for shares of Class A Common Stock are to be issued in a name other than the name of the holder Holder of the Security Note converted, such SecurityNote, when surrendered for conversion, shall be accompanied by an instrument of transfer, in form satisfactory to the Company, duly executed by the registered holder thereof or his duly authorized attorney; and provided further, however, that the Company shall not be required to pay any tax which may be payable in respect of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the holder Holder of the converted SecurityNote, and the Company shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid or is not applicable.
Appears in 3 contracts
Samples: Second Supplemental Indenture (Adelphia Communications Corp), Adelphia Communications Corp, Xm Satellite Radio Inc
Taxes on Conversion. The issuance of certificates for shares of Common Stock upon the conversion of any Security Note shall be made without charge to the converting Noteholder Holder for such certificates or for any tax in respect of the issuance of such certificates, and such certificates shall be issued in the respective names of, or in such names as may be directed by, the holder Holder or holders Holders of the converted SecurityNote; providedPROVIDED, howeverHOWEVER, that in the event that certificates for shares of Common Stock are to be issued in a name other than the name of the holder of the Security Note converted, such SecurityNote, when surrendered for conversion, shall be accompanied by an instrument of transfer, in form satisfactory to the Company, duly executed by the registered holder thereof or his duly authorized attorney; and provided furtherPROVIDED FURTHER, howeverHOWEVER, that the Company shall not be required to pay any tax which may be payable in respect of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the holder of the converted SecurityNote, and the Company shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid or is not applicable.
Appears in 3 contracts
Samples: Indenture (Peregrine Systems Inc), Indenture (Peregrine Systems Inc), Invitrogen Corp
Taxes on Conversion. The issuance of certificates for shares of Common Class A Subordinate Voting Stock upon the conversion of any Security Note shall be made without charge to the converting Noteholder Holder for such certificates or for any tax in respect of the issuance of such certificates, and such certificates shall be issued in the respective names of, or in such names as may be directed by, the holder Holder or holders Holders of the converted SecurityNote; provided, however, that in the event that certificates for shares of Common Class A Subordinate Voting Stock are to be issued in a name other than the name of the holder Holder of the Security Note converted, such SecurityNote, when surrendered for conversion, shall be accompanied by an instrument of transfer, in form satisfactory to the Company, duly executed by the registered holder thereof or his duly authorized attorney; and provided further, however, that the Company shall not be required to pay any tax which may be payable in respect of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the holder Holder of the converted SecurityNote, and the Company shall not be required to issue or deliver such certificates unless or and until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid or is not applicable.
Appears in 2 contracts
Samples: Indenture (Magna Entertainment Corp), Indenture (Magna Entertainment Corp)
Taxes on Conversion. The issuance of certificates for shares of Common Stock upon the conversion of any Security shall be made without charge to the converting Noteholder for such certificates or for any tax in respect of the issuance of such certificates, and such certificates shall be issued in the respective names of, or in such names as may be directed by, the holder or holders of the converted Security; provided, however, that in the event that certificates for shares of Common Stock are to be issued in a name other than the name of the holder of the Security converted, such Security, when surrendered for conversion, shall be accompanied by an instrument of assignment or transfer, in form satisfactory to the Company, duly executed by the registered holder thereof or his duly authorized attorney; and provided provided, further, however, that the Company shall not be required to pay any tax which may be payable in respect of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the holder of the converted Security, and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid or is not applicable.
Appears in 2 contracts
Samples: Indenture (Young & Rubicam Inc), Benchmark Electronics Inc
Taxes on Conversion. The issuance of certificates for shares of Common Stock upon the conversion of any Security Note shall be made without charge to the converting Noteholder Holder for such certificates or for any tax in respect of the issuance of such certificates, and such certificates shall be issued in the respective names of, or in such names as may be directed by, the holder Holder or holders Holders of the converted SecurityNote; provided, however, that in the event that certificates for shares of Common Stock are to be issued in a name other than the name of the holder of the Security Note converted, such SecurityNote, when surrendered for conversion, shall be accompanied by an instrument of transfer, in form satisfactory to the Company, duly executed by the registered holder thereof or his duly authorized attorney; and provided further, however, that the Company shall not be required to pay any tax which may be payable in respect of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the holder of the converted SecurityNote, and the Company shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid or is not applicable.
Appears in 1 contract
Samples: NTL Delaware Inc
Taxes on Conversion. The issuance of certificates for shares of Common Stock Ordinary Shares upon the conversion of any Security shall be made without charge to the converting Noteholder for such certificates or for any tax in respect of the issuance of such certificates, and such certificates shall be issued in the respective names of, or in such names as may be directed by, the holder or holders of the converted Security; provided, however, that in the event that certificates for shares of Common Stock Ordinary Shares are to be issued in a name other than the name of the holder of the Security converted, such Security, when surrendered for conversion, shall be accompanied by an instrument of assignment or transfer, in form satisfactory to the Company, duly executed by the registered holder thereof or his duly authorized attorney; and provided provided, further, however, that the Company shall not be required to pay any tax which may be payable in respect of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the holder of the converted Security, and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid or is not applicable.
Appears in 1 contract
Samples: Gilat Satellite Networks LTD
Taxes on Conversion. The issuance of certificates for shares of Common Stock Class A common stock upon the conversion of any Security the Note shall be made without charge to the converting Noteholder Holder for such certificates or for any tax in respect of the issuance of such certificates, and such certificates shall be issued in the respective names of, or in such names as may be directed by, the holder H or holders Holders of the converted SecurityNote; provided, however, that in the event that certificates for shares of Common Stock Class A common stock are to be issued in a name other than the name of the holder Holder of the Security Note converted, such SecurityNote, when surrendered for conversion, shall be accompanied by an instrument of assignment or transfer, in form satisfactory to the Company, duly executed by the registered holder thereof or his duly authorized attorney; and provided further, however, that the Company shall not be required to pay any tax which may be payable in respect of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the holder Holder of the converted SecurityNote, and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid or is not applicable.
Appears in 1 contract
Taxes on Conversion. The issuance of certificates for shares of Common Stock upon the conversion of any Security Note shall be made without charge to the converting Noteholder for such certificates or for any tax in respect of the issuance of such certificates, and such certificates shall be issued in the respective names of, or in such names as may be directed by, the holder or holders of the converted SecurityNote; provided, however, that in the event that certificates for shares of Common Stock are to be issued in a name other than the name of the holder of the Security Note converted, such SecurityNote, when surrendered for conversion, shall be accompanied by an instrument of assignment or transfer, in form satisfactory to the Company, duly executed by the registered holder thereof or his duly authorized attorney; and provided provided, further, however, that the Company shall not be required to pay any tax which may be payable in respect of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the holder of the converted SecurityNote, and the Company shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid or is not applicable.
Appears in 1 contract
Samples: Sci Systems Inc
Taxes on Conversion. The issuance of certificates for shares of Common Stock upon the conversion of any Security Note shall be made without charge to the converting Noteholder Holder for such certificates or for any tax in respect of the issuance of such certificates, and such certificates shall be issued in the respective names of, or in such names as may be directed by, the holder Holder or holders Holders of the converted SecurityNote; provided, however, that in the event that certificates for shares of Common Stock are to be issued in a name other than the name of the holder Holder of the Security Note converted, such SecurityNote, when surrendered for conversion, shall be accompanied by an instrument of transfer, in form satisfactory to the Company, duly executed by the registered holder thereof or his duly authorized attorney; and provided further, however, that the Company shall not be required to pay any tax which may be payable in respect of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the holder Holder of the converted SecurityNote, and the Company shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid or is not applicable.
Appears in 1 contract
Samples: Emcore Corp
Taxes on Conversion. 62 70 The issuance of certificates for shares of Common Stock upon the conversion of any Security shall be made without charge to the converting Noteholder Securityholder for such certificates or for any tax in respect of the issuance of such certificates, and such certificates shall be issued in the respective names of, or in such names as may be directed by, the holder or holders of the converted Security; provided, however, that in the event that certificates for shares of Common Stock are to be issued in a name other than the name of the holder of the Security converted, such Security, when surrendered for conversion, shall be accompanied by an instrument of transfer, in form satisfactory to the Company, duly executed by the registered holder thereof or his duly authorized attorney; and provided further, however, that the Company shall not be required to pay any tax which may be payable in respect of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the holder of the converted Security, and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid or is not applicable.
Appears in 1 contract
Samples: Indenture (Continucare Corp)
Taxes on Conversion. The issuance of certificates for shares of Common Stock upon the conversion of any a Security shall be made without charge to the converting Noteholder Holder for such certificates or for any tax in respect of the issuance of such certificates, and such certificates shall be issued in the respective names of, or in such names as may be directed by, the holder Holder or holders Holders of the converted SecuritySecurities; provided, however, that in the event that certificates securities for shares of Common Stock are to be issued in a name other than the name of the holder Holder of the Security converted, such Security, when surrendered for conversion, shall be accompanied by an instrument of transfer, in form satisfactory to the Company, duly executed by the registered holder Holder thereof or his duly authorized attorney; and provided further, however, that the Company shall not be required to pay any tax which may be payable in respect of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the holder Holder of the converted Security, and the Company shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid or is not applicablepayable.
Appears in 1 contract
Samples: Sci Systems Inc
Taxes on Conversion. The issuance of certificates for shares of Common Stock upon the conversion of any Security Note shall be made without charge to the converting Noteholder for such certificates or for any tax in respect of the issuance of such certificates, and such certificates shall be issued in the respective names of, or in such names as may be directed by, the holder or holders of the converted SecurityNote; provided, however, that in the event that certificates for shares of Common Stock are to be issued in a name other than the name of the holder of the Security Note converted, such SecurityNote, when surrendered for conversion, shall be accompanied by an instrument of transfer, in form satisfactory to the Company, duly executed by the registered holder thereof or his duly authorized attorney; and provided further, however, that the Company shall not be required to pay any tax which may be payable in respect of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the holder of the converted SecurityNote, and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid or is not applicable.
Appears in 1 contract
Samples: Mail Well Inc
Taxes on Conversion. The issuance of certificates for shares of Common Stock upon the conversion of any Security shall be made without charge to the converting Noteholder Securityholder for such certificates or for any tax in respect of the issuance of such certificates, and such certificates shall be issued in the respective names of, or in such names as may be directed by, the holder Holder or holders Holders of the converted Security; provided, however, that in the event that certificates for shares of Common Stock are to be issued in a name other than the name of the holder Holder of the Security converted, such Security, when surrendered for conversion, shall be accompanied by an instrument of transfer, in form satisfactory to the Company, duly executed by the registered holder thereof Holder or his duly authorized attorney; and provided further, however, that the Company shall not be required to pay any tax which may be payable in respect of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the holder Holder of the converted Security, and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid or is not applicable.
Appears in 1 contract
Samples: Indenture (Angeion Corp/Mn)