Common use of Transfer and Exchange of Global Notes Clause in Contracts

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.6, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository or to a successor Depository or a nominee of such successor Depository. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository (x) notifies the Issuer that it is unwilling or unable to continue as Depository for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository is not appointed by the Issuer within 120 days or (ii) there shall have occurred and be continuing a Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 or Section 2.7 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), (c) or (f) hereof.

Appears in 9 contracts

Samples: First Supplemental Indenture (GMX Resources Inc), Indenture (Chaparral Energy, Inc.), Indenture (GMX Resources Inc)

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Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository thereto or a nominee of such successor Depositorythereto. A beneficial interest in a Global Note may not be exchanged for a Definitive Note of the same series unless (iA) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act Act, and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or (iiB) there shall have occurred and be continuing a Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (iiA) above, Definitive Notes delivered in exchange for any Global Note of the same series or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note of the same series or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (iA) or (iiB) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), 2.06(b) or (c) or (f) hereof.

Appears in 8 contracts

Samples: Indenture (Freescale Semiconductor, Ltd.), Indenture (NXP Semiconductors N.V.), Supplemental Indenture (Freescale Semiconductor, Ltd.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or (ii) there shall have occurred and be continuing a Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will shall be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b2.06(b), (c) or (f) hereof.

Appears in 7 contracts

Samples: Indenture (Clear Channel Outdoor Holdings, Inc.), Indenture (iHeartCommunications, Inc.), Indenture (Clear Channel Communications Inc)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer Issuers that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer Issuers within 120 days or (ii) there shall have occurred and be continuing a an Event of Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b2.06(b), (c) or (f) hereof.

Appears in 7 contracts

Samples: Indenture (DJO Finance LLC), Indenture (DJO Finance LLC), Intercreditor Agreement (DJO Finance LLC)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another the Common Depositary or a nominee of the Depository Common Depositary or to a successor Depository Common Depositary or a nominee of such successor DepositoryCommon Depositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Clearing System (x) notifies the Issuer Company that it is unwilling or unable to continue as Depository a Clearing System for such Global Note or and (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Clearing System is not appointed by the Issuer Company within 120 days or (ii) there shall have occurred if the beneficial owner of an interest in a Global Note requests such exchange in writing delivered through the Clearing System following an Event of Default and be continuing a Default with respect to the Notescommencement of enforcement action under this Indenture. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Euroclear or Clearstream (in accordance with its their customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, that beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b2.06(b), (c) or (f) hereof.

Appears in 6 contracts

Samples: Indenture (Belden Inc.), Indenture (Belden Inc.), Indenture (Belden Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.6, a A Global Note may not be transferredtransferred as a whole except by the Depository to a nominee of the Depository, in whole and not in part, only by a nominee of the Depository to the Depository or to another nominee of the Depository, or by the Depository or any such nominee to a successor Depository or a nominee of such successor Depository. A beneficial interest in a Global Note may not Notes will be exchanged by the Issuers for a Definitive Note unless Notes if, and only if, (i) the Company delivers to the Trustee notice from the Depository (x) notifies the Issuer that it is unwilling or unable to continue to act as Depository for such Global Note or (y) has ceased that it ceases to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository is not appointed by the Issuer within 120 days or Company, (ii) there shall have the Company, at its option, notifies the Trustee in writing that it elects to cause the issuance of the Definitive Notes or (iii) an Event of Default has occurred or is continuing and be continuing the Registrar has received a Default with respect request from the Depository to the issue Definitive Notes. Upon the occurrence of any of the preceding events in clause clauses (i), (ii) or (iiiii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will shall be registered in the names, and issued in any approved denominations, requested by or on behalf of such names as the Depository (in accordance with its customary procedures)shall instruct the Trustee. Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 2.09 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 2.09 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), (c) or (f2.06(b) hereof.

Appears in 6 contracts

Samples: Mobile Satellite (Skyterra Communications Inc), Indenture (Skyterra Communications Inc), Indenture (Skyterra Communications Inc)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or (ii) there shall have occurred and be continuing a Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will shall be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), 2.06(b) or (c) or (f) hereof.

Appears in 6 contracts

Samples: Indenture (Clear Channel Outdoor Holdings, Inc.), Indenture (Clear Channel Outdoor Holdings, Inc.), Indenture (Clear Channel Outdoor Holdings, Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or 90 days, (ii) there shall have occurred and be continuing a Default with respect to the Notes or (iii) the Issuer, at its option, notifies the Trustee that the Issuer elects to cause the issuance of Definitive Notes. Upon the occurrence of any of the preceding events in clause subsection (i), (ii) or (iiiii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof2.10. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof2.10, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause subsection (i) or (ii) above and pursuant to Section 2.6(c) hereof2.06(c). A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), (c2.06(b) or (f) hereofc).

Appears in 5 contracts

Samples: Passu Intercreditor Agreement (BMC Stock Holdings, Inc.), Indenture (Patheon Holdings Cooperatief U.A.), Indenture (Patheon Holdings Cooperatief U.A.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository thereto or a nominee of such successor Depositorysuccessor. A beneficial interest in a Global Note may not shall be exchanged exchangeable for a Definitive Note unless if (iA) the Depository (x) Depositary notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, and a successor Depository Depositary is not appointed by the Issuer within 120 90 days of such notice or (iiB) in the case of any Global Note, there shall have occurred and be continuing a an Event of Default with respect to such Global Note and the Depositary has requested the issuance of Definitive Notes. Upon the occurrence of any of the preceding events in clause (iA) or (iiB) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (iA) or (iiB) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), 2.06(b) or (c) or (f) hereof.

Appears in 5 contracts

Samples: Indenture (Cumulus Media Inc), Second Lien Intercreditor Agreement (Entercom Communications Corp), Credit Agreement (Beasley Broadcast Group Inc)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository thereto or a nominee of such successor Depositorysuccessor. A beneficial interest in a Global Note may not shall be exchanged exchangeable for a Definitive Note unless if (iA) the Depository (x) Depositary notifies the Issuer Issuers that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, and a successor Depository Depositary is not appointed by the Issuer Issuers within 120 90 days of such notice or (iiB) in the case of any Global Note, there shall have occurred and be continuing a an Event of Default with respect to such Global Note and the Depositary has requested the issuance of Definitive Notes. Upon the occurrence of any of the preceding events in clause (iA) or (iiB) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (iA) or (iiB) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), 2.06(b) or (c) or (f) hereof.

Appears in 5 contracts

Samples: Indenture (OUTFRONT Media Inc.), Indenture (OUTFRONT Media Inc.), Indenture (OUTFRONT Media Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository thereto or a nominee of such successor Depositorysuccessor. A beneficial interest in a Global Note may not shall be exchanged exchangeable for a Definitive Note unless if (iA) the Depository (x) Depositary notifies the Issuer Issuers that it is unwilling or unable to continue as Depository Depositary for such Global Note or Note, (yB) the Depositary has ceased to be a clearing agency registered under the Exchange Act and, in either caseeach case of (A) or (B) above, a successor Depository Depositary is not appointed by the Issuer Issuers within 120 90 days of such notice or (iiC) in the case of any Global Note, there shall have occurred and be continuing a an Event of Default with respect to such Global Note and the Depositary has requested the issuance of Definitive Notes. Upon the occurrence of any of the preceding events in clause (iA), (B) or (iiC) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (iA) or (iiB) above and pursuant to Section 2.6(c(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a)2.06; provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), (b) or (c) or (f) hereof.

Appears in 5 contracts

Samples: Indenture (Uniti Group Inc.), Indenture (Uniti Group Inc.), Indenture (Uniti Group Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless and, if applicable, subject to the limitation on transfer of Definitive Notes set forth in Section 2.06(c) (i) the Depository Depositary (x) notifies the Issuer Company that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer Company within 120 days days, (ii) the Company, at its option, notifies the Trustee that it elects to cause the issuance of Definitive Notes or (iiiii) there shall have occurred and be continuing a an Event of Default with respect to and the Depositary shall have requested the issuance of Definitive Notes. Upon the occurrence of any of the preceding events in clause (i), (ii) or (iiiii) aboveof this Section 2.06(a), Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof2.10. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof2.10, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i), (ii) or (iiiii) above of this Section 2.06(a) and pursuant to Section 2.6(c2.06(b)(ii)(B) hereofand Section 2.06(c). A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), (c2.06(b) or (f) hereofc).

Appears in 4 contracts

Samples: Indenture (LPL Financial Holdings Inc.), Indenture (LPL Financial Holdings Inc.), Indenture (LPL Financial Holdings Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository thereto or a nominee of such successor Depositorythereto. A beneficial interest in a Global Note may not be exchanged for a Definitive Certificated Note of the same series unless (iA) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act Act, and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or (iiB) upon the request of a Holder if there shall have occurred and be continuing a Default or Event of Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (iiA) above, Definitive Certificated Notes delivered in exchange for any Global Note of the same series or beneficial interests therein will shall be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note of the same series or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Certificated Notes issued subsequent to any of the preceding events in clause (iA) or (iiB) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), 2.06(b) or (c) or (f) hereof.

Appears in 4 contracts

Samples: Indenture (Gannett Co., Inc.), Collateral Agreement (Arconic Corp), Intercreditor Agreement (Arconic Rolled Products Corp)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository thereto or a nominee of such successor Depositorythereto. A beneficial interest in a Global Note may not be exchanged for a Definitive Note of the same series unless (iA) if the Depository (x) Depositary notifies the Issuer that it is unwilling or unable to continue to act as Depository for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, depositary and a successor Depository depositary is not appointed by the Issuer within 120 days days, (B) if the Depositary ceases to be registered as a clearing agency under the Exchange Act and a successor depositary is not appointed by the Issuer within 120 days, (C) if the Issuer, at its option, notifies the Trustee that the Issuer elects to cause the issuance of Definitive Notes or (iiD) there shall have if an Event of Default has occurred and be is continuing a Default with respect to the Notes and the Depositary has requested the issuance of Definitive Notes. Upon the occurrence of any of the preceding events in clause clauses (iA) or through (iiD) above, Definitive Notes delivered in exchange for any Global Note of the same series or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note of the same series or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 Sections 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (iA) or through (iiD) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b2.06(b), (c) or (f) hereof.

Appears in 4 contracts

Samples: Indenture (Benefit Holding, Inc.), Indenture (Benefit Holding, Inc.), Indenture (Iqvia Holdings Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository thereto or a nominee of such successor Depositorythereto. A beneficial interest in a Global Note may not be exchanged for a Definitive Note of the same series unless (iA) the Depository Depositary (x) notifies the Issuer Company that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act Act, and, in either case, a successor Depository Depositary is not appointed by the Issuer Company within 120 90 days or (iiB) upon the request of a Holder if there shall have occurred and be continuing a an Event of Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause clauses (iA) or (iiB) above, Definitive Notes delivered in exchange for any Global Note of the same series or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 Section 2.07 and 2.10 hereofSection 2.10. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note of the same series or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereofSection 2.10, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (iA) or (iiB) above and pursuant to Section 2.6(c2.06(b)(ii)(B) and (c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, that beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), Sections 2.06(b) or (c) or (f) hereof.

Appears in 4 contracts

Samples: Indenture (Crescent Energy Co), Indenture (Crescent Energy Co), Indenture (Crescent Energy Co)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or (ii) there shall have occurred and be continuing a Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note of the same series or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note of the same series or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b2.06(b), (c) or (f) hereof.

Appears in 4 contracts

Samples: Indenture (Laureate Education, Inc.), Indenture (Aramark), Indenture (Aramark)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or (ii) there shall have occurred and be continuing a Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c) hereofabove. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), (c) or (f) hereof.

Appears in 4 contracts

Samples: Collateral Trust Agreement (Energy Future Intermediate Holding CO LLC), Collateral Trust Agreement (EFIH Finance Inc.), Collateral Trust Agreement (Energy Future Intermediate Holding CO LLC)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository thereto or a nominee of such successor Depositorysuccessor. A beneficial interest in a Global Note may not shall be exchanged exchangeable for a Definitive Note unless (i) the Depository if (x) the Depositary notifies the Issuer Issuers that it is unwilling or unable to continue as Depository Depositary for such Global Note or Note, (y) the Depositary has ceased to be a clearing agency registered under the Exchange Act Act, and, in either case, a successor Depository Depositary is not appointed by the Issuer Issuers within 120 days days, or (iiz) there shall have occurred and be continuing a an Event of Default with respect to the Notessuch Global Note. Upon the occurrence of any of the preceding events in clause clauses (ix) or (iiy) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause clauses (ix) or (iiy) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), 2.06(b) or (c) or (f) hereof.

Appears in 4 contracts

Samples: Indenture (Nielsen Holdings PLC), Indenture (Nielsen Holdings PLC), Indenture (Nielsen Holdings PLC)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository thereto or a nominee of such successor Depositorythereto. A beneficial interest in a Global Note may not be exchanged for a Definitive Note of the same series unless (iA) the Depository Depositary (x) notifies the Issuer Issuers that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act Act, and, in either case, a successor Depository Depositary is not appointed by the Issuer Issuers within 120 90 days or (iiB) upon the request of a Holder if there shall have occurred and be continuing a an Event of Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause clauses (iA) or (iiB) above, Definitive Notes delivered in exchange for any Global Note of the same series or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 Section 2.07 and 2.10 hereofSection 2.10. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note of the same series or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereofSection 2.10, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (iA) or (iiB) above and pursuant to Section 2.6(c2.06(b)(ii)(B) and (c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, that beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), Sections 2.06(b) or (c) or (f) hereof.

Appears in 4 contracts

Samples: Indenture (Vine Energy Inc.), Indenture (Vine Energy Inc.), Indenture (Magnolia Oil & Gas Corp)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or (ii) there shall have occurred and be continuing a Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(b)(ii)(B) and 2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), 2.06(b) or (c) or (f) hereof.

Appears in 4 contracts

Samples: Indenture (JELD-WEN Holding, Inc.), Indenture (JELD-WEN Holding, Inc.), Indenture (JELD-WEN Holding, Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository thereto or a nominee of such successor Depositorythereto. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (iA) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act Act, and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 90 days or (iiB) upon the request of a Holder if there shall have occurred and be continuing a an Event of Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause clauses (iA) or (iiB) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 Section 2.07 and 2.10 hereofSection 2.10. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereofSection 2.10, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (iA) or (iiB) above and pursuant to Section 2.6(c2.06(b)(ii)(B) and (c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, that beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), Sections 2.06(b) or (c) hereof. The transferor shall also provide or (f) hereofcause to be provided to the Trustee all information necessary to allow the Trustee to comply with any applicable tax reporting obligations, including without limitation, any cost basis reporting obligations under Section 6045 of the Code. The Trustee may rely on any such information provided to it and shall have no responsibility to verify or ensure the accuracy of such information.

Appears in 4 contracts

Samples: Indenture (Alliant Energy Corp), Indenture (Alliant Energy Corp), Indenture (Alliant Energy Corp)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Common Depositary or to a successor Depository thereto or a nominee of such successor Depositorythereto. A beneficial interest in a Global Note may not be exchanged for a Definitive Note of the same series unless (iA) the Depository (x) if Euroclear or Clearstream notifies the Issuer that it is unwilling or unable to continue to act as Depository for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, depositary and a successor Depository depositary is not appointed by the Issuer within 120 days or (iiB) there shall have occurred and be continuing if the owner of a Book-Entry Interest requests such exchange in writing delivered through Euroclear or Clearstream, following an Event of Default with respect which results in action by the Trustee pursuant to the NotesArticle VI hereof. Upon the occurrence of any of the preceding events in clause clauses (iA) or (iiB) above, Definitive Notes delivered in exchange for any Global Note of the same series or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Common Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note of the same series or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 Sections 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (iA) or (iiB) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), 2.06(b) or (c) or (f) hereof.

Appears in 4 contracts

Samples: Indenture (Iqvia Holdings Inc.), Indenture (Iqvia Holdings Inc.), Indenture (Quintiles IMS Holdings, Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note of the same series unless (i) the Depository Depositary (x) notifies the Issuer Issuers that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer Issuers within 120 days or (ii) there shall have occurred and be continuing a an Event of Default with respect to the NotesNotes of such series. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note of the same series or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof2.10. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof2.10, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(b)(ii)(B) hereofand Section 2.06(c). A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b2.06(b), (c) or (f) hereof).

Appears in 3 contracts

Samples: Base Indenture (Dell Technologies Inc.), Base Indenture (Dell Technologies Inc), Security Agreement (Denali Holding Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer Issuers that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer Issuers within 120 days 90 days, (ii) Holdings, at its option, notifies the Trustee that it elects to cause the issuance of Definitive Notes, and any Participant requests a Definitive Note in accordance with the Applicable Procedures or (iiiii) there shall have occurred and be continuing a an Event of Default with respect to the Secured Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof2.10. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof2.10, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(b)(ii)(B) hereofand Section 2.06(c). A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), (c2.06(b) or (f) hereofc).

Appears in 3 contracts

Samples: Intercreditor Agreement (Sinclair Broadcast Group Inc), Collateral Agreement (Sinclair Broadcast Group Inc), Indenture (Sinclair Broadcast Group Inc)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer Issuers that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer Issuers within 120 days or 90 days, (ii) there shall have occurred and be continuing a Default with respect to the NotesNotes or (iii) the Issuers in their sole discretion execute and deliver an Officer’s Certificate stating that such Global Note shall be so exchangeable. Upon the occurrence of any of the preceding events in clause (i), (ii) or (iiiii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof2.10. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof2.10, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i), (ii) or (iiiii) above and pursuant to Section 2.6(c2.06(c), (e) hereofor (f). A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(bSections 2.06(b), (c) or ), (f) hereofand (j).

Appears in 3 contracts

Samples: Indenture (Tops Holding Ii Corp), Indenture (Tops Markets Ii Corp), Indenture (Tops Holding Corp)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository thereto or a nominee of such successor Depositorysuccessor. A beneficial interest in a Global Note may not shall be exchanged exchangeable for a Definitive Note unless if (iA) the Depository (x) Depositary notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, and a successor Depository Depositary is not appointed by the Issuer within 120 90 days of such notice or (iiB) in the case of any Global Note, there shall have occurred and be continuing a an Event of Default with respect to such Global Note and the Depositary has requested the issuance of Definitive Notes. Upon the occurrence of any of the preceding events in clause (iA) or (iiB) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (iA) or (iiB) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), 2.06(b) or (c) or (f) hereof.

Appears in 3 contracts

Samples: CBS Radio Inc., CBS Radio Inc., CBS Corp

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or (ii) there shall have occurred and be continuing a Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), 2.06(b) or (c) or (f) hereof.

Appears in 3 contracts

Samples: Indenture (West Corp), Indenture (West Corp), Indenture (Energy Future Intermediate Holding CO LLC)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.07, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository thereto or a nominee of such successor Depositorythereto. A beneficial interest in a Global Note may not be exchanged for a Definitive Certificated Note of the same series unless (iA) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act Act, and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or (iiB) upon the request of a Holder if there shall have occurred and be continuing a Default or Event of Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (iiA) above, Definitive Certificated Notes delivered in exchange for any Global Note of the same series or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.08 and 2.10 2.11 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note of the same series or any portion thereof, pursuant to this Section 2.6 2.07 or Section 2.7 2.08 or 2.10 2.11 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Certificated Notes issued subsequent to any of the preceding events in clause (iA) or (iiB) above and pursuant to Section 2.6(c2.07(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.07(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), 2.07(b) or (c) or (f) hereof.

Appears in 3 contracts

Samples: Delphi Automotive PLC, Delphi Trade Management, LLC, Delphi Trade Management, LLC

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository thereto or a nominee of such successor Depositorythereto. A beneficial interest in a Global Note may not be exchanged for a Definitive Note of the same series unless (iA) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act Act, and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or (iiB) there shall have occurred and be continuing a Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (iiA) above, Definitive Notes delivered in exchange for any Global Note of the same series or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note of the same series or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (iA) or (iiB) above and pursuant to Section 2.6(c2.06 (c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), 2.06(b) or (c) or (f) hereof.

Appears in 3 contracts

Samples: Indenture (Freescale Semiconductor, Ltd.), Indenture (NXP Semiconductors N.V.), Supplemental Indenture (Freescale Semiconductor, Ltd.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or (ii) there shall have occurred and be continuing a Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b2.06(b), (c) or (f) hereof.

Appears in 3 contracts

Samples: Energy Future Intermediate Holding CO LLC, Energy Future Intermediate Holding CO LLC, Texas Competitive Electric Holdings CO LLC

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.6, a A Global Note may not be transferredtransferred as a whole except by the Depositary to a nominee of the Depositary, in whole and not in part, only by a nominee of the Depositary to the Depositary or to another nominee of the Depository Depositary, or by the Depositary or any such nominee to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not Notes shall be exchanged by the Issuer for a Definitive Note unless Notes, subject to any applicable laws, only (i) the Depository (x) notifies if the Issuer delivers to the Trustee notice from the Depositary that it the Depositary is unwilling or unable to continue to act as Depository Depositary for such the Global Note or (y) has ceased Notes and the Issuer fails to be a clearing agency registered under the Exchange Act and, in either case, appoint a successor Depository is not appointed by Depositary after the Issuer within 120 days date of such notice from the Depositary or (ii) upon request of the Trustee or Holders of a majority of the aggregate principal amount of outstanding Notes if there shall have occurred and be continuing a an Event of Default with respect to the Notes. Upon In any such case, the occurrence Issuer shall notify the Trustee in writing that, upon surrender by the Participants and Indirect Participants of any their interests in such Global Note, certificated Notes shall be issued to each Person that such Participants, Indirect Participants and DTC jointly identify as being the beneficial owner of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository (in accordance with its customary procedures)related Notes. Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 and 2.10 hereof2.10. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 or Section 2.7 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a); provided, however. However, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), ) or (c) or (f) hereofbelow.

Appears in 3 contracts

Samples: Indenture (Zekelman Industries, Inc.), Cedar I Merger (CommScope Holding Company, Inc.), Cedar I Merger (CommScope Holding Company, Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or (ii) there shall have occurred and be continuing a Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note of the same series or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note of the same series or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), 2.06(b) or (c) or (f) hereof.

Appears in 3 contracts

Samples: Indenture (Aramark), Indenture (Aramark), Indenture (Aramark)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Notes Depositary or to a successor Depository Notes Depositary or a nominee of such successor DepositoryNotes Depositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Notes Depositary (x) notifies the Issuer Issuers that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Notes Depositary is not appointed by the Issuer Issuers within 120 days or (ii) there shall have occurred and be continuing a Default or Event of Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Notes Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 Section 2.07 and Section 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or Section 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(b)(ii)(B) and Section 2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), (c2.06(b) or (fSection 2.06(c) hereof.

Appears in 2 contracts

Samples: Indenture (American Airlines, Inc.), Indenture (Delta Air Lines, Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository thereto or a nominee of such successor Depositorysuccessor. A beneficial interest in a Global Note may not shall be exchanged exchangeable for a Definitive Note unless if (i) the Depository Depositary (x) notifies the Issuer Issuers that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act Act, and, in either case, a successor Depository Depositary is not appointed by the Issuer Issuers within 120 days or (ii) in the case of any Global Note, there shall have occurred and be continuing a an Event of Default with respect to such Global Note and the Depositary shall have requested the issuance of Definitive Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary proceduresthe Applicable Procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof2.10. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereofSection 2.10, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c) hereof2.06(c). A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, that beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), (c2.06(b) or (f) hereofc).

Appears in 2 contracts

Samples: GoDaddy Inc., GoDaddy Inc.

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository thereto or a nominee of such successor Depositorythereto. A beneficial interest in a Global Note may not be exchanged for a Definitive Certificated Note of the same series unless (iA) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act Act, and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or (iiB) upon the request of a Holder if there shall have occurred and be continuing a Default or Event of Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (iiA) above, Definitive Certificated Notes delivered in exchange for any Global Note of the same series or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note of the same series or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Certificated Notes issued subsequent to any of the preceding events in clause (iA) or (iiB) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), 2.06(b) or (c) or (f) hereof.

Appears in 2 contracts

Samples: Supplemental Indenture (Delphi Technologies PLC), Resideo Technologies, Inc.

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.07, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository thereto or a nominee of such successor Depositorythereto. A beneficial interest in a Global Note may not be exchanged for a Definitive Certificated Note of the same series unless (iA) the Depository Depositary (x) notifies the Issuer Company that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act Act, and, in either case, a successor Depository Depositary is not appointed by the Issuer Company within 120 days or (iiB) upon the request of a Holder if there shall have occurred and be continuing a Default or Event of Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (iiA) above, Definitive Certificated Notes delivered in exchange for any Global Note of the same series or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.08 and 2.10 2.11 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note of the same series or any portion thereof, pursuant to this Section 2.6 2.07 or Section 2.7 2.08 or 2.10 2.11 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Certificated Notes issued subsequent to any of the preceding events in clause (iA) or (iiB) above and pursuant to Section 2.6(c2.07(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.07(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), 2.07(b) or (c) or (f) hereof.

Appears in 2 contracts

Samples: Delphi Trade Management, LLC, Delphi Trade Management, LLC

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 180 days of such notice, (ii) the Issuer, at its option, notify the Trustee in writing that they elect to cause the issuance of Definitive Notes (provided that Regulation S Global Notes at the Issuer’s election pursuant to this clause may not be exchanged for Definitive Notes prior to (a) the expiration of the Restricted Period and (b) the receipt of any certificates required under the provisions of Regulation S) or (iiiii) there shall have occurred and be continuing a an Event of Default with respect to the Notes and DTC shall have requested the issuance of Definitive Notes. Upon the occurrence of any of the preceding events in clause (i), (ii) or (iiiii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(b)(ii) and 2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), 2.06(b) or (c) or (f) hereof.

Appears in 2 contracts

Samples: Indenture (Cushman & Wakefield PLC), Indenture (Cushman & Wakefield PLC)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository thereto or a nominee of such successor Depositorysuccessor. A beneficial interest in a Global Note may not shall be exchanged exchangeable for a Definitive Note unless if (A) (i) the Depository (x) Depositary notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (yii) the Depositary has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days of such notice, (B) the Issuer, at its option, notifies the Trustee in writing that it elects to cause the issuance of Definitive Notes or (iiC) there shall have occurred and be continuing a an Event of Default with respect to the Notes and the Depositary has requested the issuance of Definitive Notes. Upon the occurrence of any of the preceding events in clause (iA), (B) or (iiC) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary proceduresApplicable Procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof2.10. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof2.10, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (iA), (B) or (iiC) above and pursuant to Section 2.6(c) hereof2.06(c). A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), (c2.06(b) or (f) hereofc).

Appears in 2 contracts

Samples: Indenture (Meredith Corp), Indenture (Time Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer Issuers within 120 days or (ii) there shall have occurred and be continuing a Default or an Event of Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b2.06(b), (c) or (f) hereof.

Appears in 2 contracts

Samples: Indenture (PBF Holding Co LLC), Indenture (PBF Energy Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or 90 days, (ii) there shall have occurred and be continuing a Default with respect to the Notes or (iii) the Issuer, at its option, notifies the Trustee that the Issuer elects to cause the issuance of Definitive Notes, subject, in the case of the Regulation S Temporary Global Note, to Section 2.01(c) hereof. Upon the occurrence of any of the preceding events in clause (i), (ii) or (iii) above and, in the case of clause (ii) above, at the written request of the Holders of at least 25% in principal amount of the Notes then outstanding, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i), (ii) or (iiiii) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b2.06(b), (c) or (fg) hereof.

Appears in 2 contracts

Samples: Indenture (Petco Holdings Inc), Indenture (Petco Holdings Inc)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository thereto or a nominee of such successor Depositorythereto. A beneficial interest in a Global Note may not be exchanged for a Definitive Note of the same series unless (iA) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act Act, and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or (iiB) there shall have occurred and be continuing a Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (iiA) above, Definitive Notes delivered in exchange for any Global Note of the same series or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note of the same series or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (iA) or (iiB) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, that beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b2.06(b), (ce) or (f) hereof.

Appears in 2 contracts

Samples: Senior Notes Indenture (Claires Stores Inc), Intercreditor Agreement (Claires Stores Inc)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer Company that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer Company within 120 days or (ii) there shall have occurred and be continuing a Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, that beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b2.06(b), (c) or (f) hereof.

Appears in 2 contracts

Samples: Indenture (Belden Inc.), Indenture (Belden Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer Company that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer Company within 120 days or 90 days; (ii) there shall have occurred and be continuing a an Event of Default with respect to the Notes; or (iii) the Company, at its option, notifies the Trustee in writing that it elects to cause the issuance of Definitive Notes (provided, however, that the Regulation S Temporary Global Note may not be exchanged for Definitive Notes prior to (1) the expiration of the Restricted Period and (2) the receipt by the Registrar of any certificates required by Rule 903(b)(3)(ii)(B)). Upon the occurrence of any of the preceding events in clause subclauses (i), (ii) or (iiiii) of this Section 2.06(a) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause subclauses (i), (ii) or (iiiii) of this Section 2.06(a) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), (c) or (f) hereof.this

Appears in 2 contracts

Samples: Indenture (Valvoline Inc), Indenture (Ashland Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository (x) Depositary notifies the Issuer Issuers that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased and the Issuers fail to be a clearing agency registered under the Exchange Act and, in either case, appoint a successor Depository is not appointed by the Issuer Depositary within 120 90 days or (ii) there shall have occurred and be continuing a an Event of Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof2.10. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06, Section 2.07 or Section 2.7 or 2.10 hereof2.10, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(c) hereofor (e). A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), Sections 2.06(b) and (c) or (f) hereof).

Appears in 2 contracts

Samples: Indenture (Constellium N.V.), Indenture (Constellium N.V.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer Company that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer Company within 120 days or 90 days, (ii) there shall have occurred and be continuing a Default with respect to the Notes or (iii) the Company, at its option, notifies the Trustee that the Company elects to cause the issuance of Definitive Notes. Upon the occurrence of any of the preceding events in clause subsection (i), (ii) or (iiiii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof2.10. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof2.10, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause subsection (i) or (ii) above and pursuant to Section 2.6(c) hereof2.06(c). A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), (c2.06(b) or (f) hereofc).

Appears in 2 contracts

Samples: Passu Intercreditor Agreement (United States Steel Corp), Indenture (United States Steel Corp)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer Issuers within 120 days or (ii) there shall have occurred and be continuing a Default or an Event of Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), 2.06(b) or (c) or (f) hereof.

Appears in 2 contracts

Samples: Indenture (PBF Holding Co LLC), Indenture (PBF Energy Co LLC)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository thereto or a nominee of such successor Depositorysuccessor. A beneficial interest in a Global Note may not shall be exchanged exchangeable for a Definitive Note unless if (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act Act, and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or (ii) in the case of any Global Note, there shall have occurred and be continuing a an Event of Default with respect to the Notessuch Global Note. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary proceduresthe Applicable Procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof2.10. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereofSection 2.10, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c) hereof2.06(c). A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, that beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), (c2.06(b) or (f) hereofc).

Appears in 2 contracts

Samples: SS&C Technologies Holdings Inc, Registration Rights Agreement (SS&C Technologies Holdings Inc)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary notifies the Company that it (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer Company within 120 90 days or of such notice, (ii) there shall have occurred and be continuing a an Event of Default with respect and the Depositary shall have requested the issuance of Definitive Notes or (iii) the Company, at its option, notifies the Trustee in writing that it elects to cause the issuance of Definitive Notes. Upon the occurrence of any of the preceding events in clause (i), (ii) or (iiiii) aboveof this Section 2.06(a), Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 Section 2.07 and 2.10 hereofSection 2.10. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof2.10, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i), (ii) or (iiiii) above of this Section 2.06(a) and pursuant to Section 2.6(c2.06(b)(ii)(B) hereofand Section 2.06(c). A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), (c2.06(b) or (f) hereofc).

Appears in 2 contracts

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

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another the Depositary or a nominee of the Depository Depositary or to a successor Depository thereto or a nominee of such successor Depositorythereto. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (iA) the Depository (x) Depositary notifies the Issuer that it is unwilling or unable to continue to act as Depository depositary for such Global Note and a successor depositary is not appointed within 120 days, (B) the Depositary notifies the Issuer that it is unwilling or (y) has ceased unable to be continue to act as a clearing and settlement agency registered under the Exchange Act and, in either case, and a successor Depository clearing agency is not appointed by the Issuer within 120 days days, (C) if the Depositary so requests following an Event of Default, or (iiD) there shall have occurred and the Issuer, in its sole discretion, determines that all Global Notes should be continuing a Default with respect to the exchanged for Definitive Notes. Upon the occurrence of any of the preceding events described in clause clauses (iA) or through (iiD) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository (Depositary or the Issuer, in each case in accordance with its the Depositary’s respective customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events described in clause clauses (iA) or through (iiD) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), 2.06(b) or (c) or (f) hereof.

Appears in 2 contracts

Samples: Indenture (Cano Health, Inc.), Indenture (Healthcare Royalty, Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or (ii) there shall have occurred and be continuing a Default with respect to the 2017 A Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will shall be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every 2017 A Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another 2017 A Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b2.06(b), (c) or (f) hereof.

Appears in 2 contracts

Samples: Indenture (Clear Channel Communications Inc), Indenture (Clear Channel Outdoor Holdings, Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary notifies the Company that it (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer Company within 120 90 days or of such notice, (ii) there shall have occurred and be continuing a an Event of Default with respect and the Depositary shall have requested the issuance of Definitive Notes or (iii) the Company, at its option, notifies the Trustee in writing that it elects to cause the issuance of Definitive Notes. Upon the occurrence of any of the preceding events in clause (i), (ii) or (iiiii) aboveof this Section 2.06(a), Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof2.10. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof2.10, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i), (ii) or (iiiii) above of this Section 2.06(a) and pursuant to Section 2.6(c2.06(b)(ii)(B) hereofand Section 2.06(c). A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), (c2.06(b) or (f) hereofc).

Appears in 2 contracts

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

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or (ii) there shall have occurred and be continuing a an Event of Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof2.10. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof2.10, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(b)(ii)(B) hereofand Section 2.06(c). A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b2.06 (b), (c) or (f) hereof).

Appears in 2 contracts

Samples: Indenture (New Fortress Energy Inc.), Indenture (New Fortress Energy Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository thereto or a nominee of such successor Depositorysuccessor. A beneficial interest in a Global Note may not shall be exchanged exchangeable for a Definitive Note unless if (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act Act, and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or (ii) in the case of any Global Note, there shall have occurred and be continuing a an Event of Default with respect to the Notessuch Global Note. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary proceduresthe Applicable Procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof2.10. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof2.10, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c) hereof2.06(c). A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, that beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), (c2.06(b) or (f) hereofc).

Appears in 2 contracts

Samples: Indenture (Hill-Rom Holdings, Inc.), Indenture (Hill-Rom Holdings, Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or (ii) there shall have occurred and be continuing a Default with respect to the 2017 B Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will shall be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every 2017 B Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another 2017 B Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b2.06(b), (c) or (f) hereof.

Appears in 2 contracts

Samples: Indenture (Clear Channel Outdoor Holdings, Inc.), Indenture (CC Media Holdings Inc)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or (ii) there shall have occurred and be continuing a Default with respect to the Series B Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will shall be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Series B Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Series B Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b2.06(b), (c) or (f) hereof.

Appears in 2 contracts

Samples: Indenture (Clear Channel Outdoor Holdings, Inc.), Indenture (Clear Channel Outdoor Holdings, Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or (ii) there shall have occurred and be continuing a Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, that beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b2.06(b), (c) or (f) hereof.

Appears in 2 contracts

Samples: Indenture (Energy Future Intermediate Holding CO LLC), Restaurant Co of Minnesota

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository thereto or a nominee of such successor Depositorythereto. A beneficial interest in a Global Note may not be exchanged for a Definitive Note of the same series unless (iA) if the Depository (x) Depositary notifies the Issuer that it is unwilling or unable to continue to act as Depository for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, depositary and a successor Depository depositary is not appointed by the Issuer within 120 days days, (B) if the Depositary ceases to be registered as a clearing agency under the Exchange Act and a successor depositary is not appointed by the Issuer within 120 days, (C) if the Issuer, at its option, notifies the Trustee that the Issuer elects to cause the issuance of Definitive Notes or (iiD) there shall have if an Event of Default has occurred and be is continuing a Default with respect to the Notes and the Depositary has requested the issuance of Definitive Notes. Upon the occurrence of any of the preceding events in clause clauses (iA) or through (iiD) above, Definitive Notes delivered in exchange for any Global Note of the same series or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note of the same series or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 Sections 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (iA) or through (iiD) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), 2.06(b) or (c) or (f) hereof.

Appears in 2 contracts

Samples: Indenture (Iqvia Holdings Inc.), Indenture (Iqvia Holdings Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or (ii) there shall have occurred and be continuing a Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will shall be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), (c2.06(b) or (f) hereofc).

Appears in 2 contracts

Samples: Indenture (Clear Channel Outdoor Holdings, Inc.), Indenture (Clear Channel Outdoor Holdings, Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.11, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer Company that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer Company within 120 90 days of such notice, (ii) the Company, at its option, notifies the Trustee in writing that it elects to cause the issuance of Definitive Notes (provided that Regulation S Global Notes at the Company’s election pursuant to this clause may not be exchanged for Definitive Notes prior to (a) the expiration of the Restricted Period and (b) the receipt of any certificates required under the provisions of Regulation S) or (iiiii) there shall have occurred and be continuing a Default with respect to the NotesNotes and the Depositary requests that one or more Definitive Notes be issued. Upon the occurrence of any of the preceding events in clause (i), (ii) or (iiiii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 Section 2.06 and 2.10 2.07 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.11, Section 2.06 or Section 2.7 or 2.10 2.07 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(cSections 2.11(c)(3)(ii) and 2.11(d) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.11(b); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), (c2.11(c) or (fd) hereof.

Appears in 2 contracts

Samples: Indenture (International Flavors & Fragrances Inc), Indenture (Nutrition & Biosciences, Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository thereto or a nominee of such successor Depositorythereto. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless unless, and, if applicable, subject to the limitation on issuance of Definitive Notes set forth in Section 2.06(c)(ii), (i) the Depository Depositary (x) notifies the Issuer Issuers that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act Act, and, in either case, a successor Depository Depositary is not appointed by the Issuer Issuers within 120 days or days, (ii) the Issuers, at their option, notify the Trustee in writing that they elect to cause the issuance of Definitive Notes (although Regulation S Temporary Global Notes may not be exchanged for Definitive Notes prior to (A) the expiration of the applicable Restricted Period and (B) the receipt by the Registrar of any certification of beneficial ownership required pursuant to Rule 903(b)(3)(ii)(B)), (iii) upon the request of a Holder if there shall have occurred and be continuing a Default or Event of Default with respect to the Notes, or (iv) the Trustee has received a written request by or on behalf of the Depositary to issue Definitive Notes. Upon the occurrence of any of the preceding events described in clause (i), (ii), (iii) or (iiiv) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 Sections 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events described in clause (i), (ii), (iii) or (iiiv) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), 2.06(b) or (c) or (f) hereof.

Appears in 2 contracts

Samples: Indenture (Change Healthcare Inc.), Indenture (Change Healthcare Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or (ii) there shall have occurred and be continuing a Default with respect to the Series A Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will shall be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Series A Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Series A Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b2.06(b), (c) or (f) hereof.

Appears in 2 contracts

Samples: Indenture (Clear Channel Outdoor Holdings, Inc.), Indenture (Clear Channel Outdoor Holdings, Inc.)

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Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another the Depositary or a nominee of the Depository Depositary or to a successor Depository thereto or a nominee of such successor Depositorythereto. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (iA) the Depository (x) Depositary notifies the Issuer Issuers that it is unwilling or unable to continue to act as Depository depositary for such Global Note and a successor depositary is not appointed within 120 days, (B) the Depositary notifies the Issuers that it is unwilling or (y) has ceased unable to be continue to act as a clearing and settlement agency registered under the Exchange Act and, in either case, and a successor Depository clearing agency is not appointed by the Issuer Issuers within 120 days days, (C) if the Depositary so requests following an Event of Default, or (iiD) there shall have occurred and the Issuers, in their sole discretion, determines that all Global Notes should be continuing a Default with respect to the exchanged for Definitive Notes. Upon the occurrence of any of the preceding events described in clause clauses (iA) or through (iiD) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository (Depositary or the Issuers, in each case, in accordance with its the Depositary’s respective customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events described in clause clauses (iA) or through (iiD) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), 2.06(b) or (c) or (f) hereof.

Appears in 2 contracts

Samples: Indenture (Organon & Co.), Indenture (Organon & Co.)

Transfer and Exchange of Global Notes. (i) Except as otherwise set forth provided in this Section 2.63.08 and the sections of the Indenture referenced herein, a notwithstanding any other provision in this Indenture, no Global Note may be transferredexchanged in whole or in part for Definitive Notes, and no transfer of a Global Note in whole or in part may be registered, in whole and not in part, only to another nominee the name of any Person other than the Depository or to a successor Depository Depositary for such Global Notes or a nominee of such successor Depository. A beneficial interest in a Global Note may not be exchanged for a Definitive Note thereof unless (i) such Depositary or the Depository Trustee has notified the Company that the Depositary (xA) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note Notes or (yB) has ceased to be a clearing agency registered as such under the Exchange Act andAct, and in either case, case the Company fails to appoint a successor Depository is not appointed by the Issuer Depositary within 120 days of such notice, (ii) the Company executes and delivers to the Trustee a Company Order stating that it elects to cause the issuance of the Notes in definitive form and that all Global Notes shall be exchanged in whole for Definitive Notes (in which case such exchange shall be effected by the Trustee) or (iiiii) there shall have occurred and be continuing a an Event of Default with respect to the Notes. Upon Notwithstanding the occurrence foregoing provisions of any of the preceding events in clause (i) or (ii) abovethis Section 3.08(a), Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 3.04 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 or Section 2.7 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c) 3.09 hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a3.08(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), 3.08(b) or (c) or (f) hereof.

Appears in 2 contracts

Samples: Indenture (Grupo TMM Sa), Letter Agreement (Grupo TMM Sa)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer Company that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer Company within 120 days or (ii) there shall have occurred and be continuing a an Event of Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof2.10. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof2.10, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(b)(ii)(B) hereofand Section 2.06(c). A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), (c2.06(b) or (f) hereofc).

Appears in 2 contracts

Samples: Indenture (Alta Equipment Group Inc.), Indenture (Alta Equipment Group Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer Issuers that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer Issuers within 120 days or (ii) there shall have occurred and be continuing a Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), (c) or (f) hereof.2.07 or

Appears in 2 contracts

Samples: Intercreditor Agreement, Intercreditor Agreement

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days of such notice, (ii) the Issuer, at its option, notifies the Trustee in writing that it elects to cause the issuance of Definitive Notes (provided that Regulation S Global Notes at the Issuer’s election pursuant to this clause may not be exchanged for Definitive Notes prior to (a) the expiration of the Restricted Period and (b) the receipt of any certificates required under the provisions of Regulation S) or (iiiii) there shall have occurred and be continuing a Default with respect to the NotesNotes and the Depositary requests that one or more Definitive Notes be issued. Upon the occurrence of any of the preceding events in clause (i), (ii) or (iiiii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 Section 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06, Section 2.07 or Section 2.7 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(cSections 2.06(b)(iii)(B) and 2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), 2.06(b) or (c) or (f) hereof.

Appears in 2 contracts

Samples: Indenture (Sotera Health Co), Indenture (Sotera Health Co)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer Company that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer Company within 120 days or days, (ii) the Company, at its option, notifies the Trustee in writing that the Company elects to cause the issuance of the Notes in certificated form (provided that under industry practices as of the date hereof, the Depositary would notify Participants of the Company’s determination, but would only withdraw beneficial interests from a Global Note at the request of Participants), (iii) there shall have occurred and be continuing a Default with respect to the Notes, or (iv) the Trustee has received written notice by or on behalf of the Depositary that the such beneficial interest is to be exchanged for a Definitive Note and the Trustee has forwarded such notice to the Company. Upon the occurrence of any of the preceding events in clause (i), (ii), (iii) or (iiiv) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i), (ii), (iii) or (iiiv) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b2.06(b), (c) or (f) hereof.

Appears in 2 contracts

Samples: Beazer Homes Usa Inc, Indenture (Beazer Homes Usa Inc)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository thereto or a nominee of such successor Depositorythereto. A beneficial interest in a Global Note may not be exchanged for a Definitive Note of the same series unless (iA) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act Act, and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or (iiB) there shall have occurred and be continuing a Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (iiA) above, Definitive Notes delivered in exchange for any Global Note of the same series or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note of the same series or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (iA) or (iiB) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b2.06(b), (c) or (f) hereof.

Appears in 2 contracts

Samples: Senior Subordinated Notes Indenture (Claires Stores Inc), Indenture (Freescale Semiconductor Holdings I, Ltd.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer Issuers that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer Issuers within 120 days 90 days, (ii) subject to the procedures of the Depositary, the Issuers, at their option, notify the Trustee in writing that they elect to cause the issuance of the Definitive Notes, or (iiiii) there shall have occurred and be continuing a Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i), (ii) or (iiiii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 Sections 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i), (ii) or (iiiii) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, that beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), Sections 2.06(b) or (c) or (f) hereof.

Appears in 2 contracts

Samples: Indenture (Nationstar Sub1 LLC), Indenture (Nationstar Sub2 LLC)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days 90 days, or (ii) there shall have occurred and be continuing a an Event of Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause subclause (i) or (ii) above), Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof2.10. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof2.10, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause subclause (i) or (ii) above and pursuant to Section 2.6(c) hereof2.06(c). A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), (c2.06(b) or (f) hereofc).

Appears in 2 contracts

Samples: Indenture (Reliant Software, Inc.), Indenture (Community Choice Financial Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days 90 days, (ii) the Issuer, at its option directs the Trustee in an Issuer Order, that the Notes should no longer be represented by Global Notes and it elects to cause the issuance of Definitive Notes, or (iiiii) there shall have occurred and be continuing a an Event of Default with respect to the NotesNotes and the Depositary requests such exchange. Upon the occurrence of any of the preceding events in clause (i), (ii) or (iiiii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i), (ii) or (iiiii) above and pursuant to Section 2.6(c2.06(b)(ii)(B) and 2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), 2.06(b) or (c) or (f) hereof.

Appears in 1 contract

Samples: Indenture (Constant Contact, Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.6, a A Global Note may not be transferredtransferred as a whole except by DTC to a nominee of DTC, in whole and not in part, only by a nominee of DTC to DTC or to another nominee of the Depository DTC, or by DTC or any such nominee to a successor Depository depositary or a nominee of such successor Depositorydepositary. A The owner of a beneficial interest in a Global Note may not will be exchanged for entitled to receive a Definitive Certificated Note unless (i) the Depository (x) notifies the Issuer that it is unwilling or unable to continue as Depository for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository is not appointed by the Issuer within 120 days or (ii) there shall have occurred and be continuing a Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered such interest to the extent provided in the names, and issued in any approved denominations, requested by or on behalf of the Depository (in accordance with its customary proceduresSection 2.6(c). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 Section 2.9 and Section 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.8, or Section 2.7 2.9 or Section 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a)2.6; provided, however, that beneficial interests in a Global Note may be transferred and exchanged as provided therein. In the event that Certificated Notes are not issued to each Holder of a beneficial interest in a Global Note promptly after the Registrar has received a request from the Holder of a Global Note to issue such Certificated Notes in accordance with Section 2.6(b2.6(c), (c) the Company expressly acknowledges, with respect to the right of any Holder to pursue a remedy pursuant to Section 6.6 or (f) Section 6.7 hereof, the right of any beneficial Holder of Notes to pursue such remedy with respect to the portion of the Global Note that represents such beneficial Holder’s Notes as if such Certificated Notes had been issued.

Appears in 1 contract

Samples: Southwestern Energy Co

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository thereto or a nominee of such successor Depositorysuccessor. A beneficial interest in a Global Note may not shall be exchanged exchangeable for a Definitive Note unless if (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act Act, and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or (ii) in the case of any Global Note, there shall have occurred and be continuing a an Event of Default with respect to such Global Note and the Depositary shall have requested the issuance of Definitive Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary proceduresthe Applicable Procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof2.10. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereofSection 2.10, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c) hereof2.06(c). A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, that beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), (c2.06(b) or (fc). (b) hereof.Transfer and Exchange of Beneficial Interests in the Global Notes. The transfer and exchange of beneficial interests in the Global Notes shall be effected through the Depositary, in accordance with the provisions of this Indenture and the Applicable Procedures. -38- Beneficial interests in the Restricted Global Notes shall be subject to restrictions on transfer comparable to those set forth herein to the extent required by the Securities Act. Beneficial interests in Global Notes shall be transferred or exchanged only for beneficial interests in Global Notes pursuant to this subsection (b). Transfers of beneficial interests in the Global Notes also shall require compliance with either subparagraph (1) or (2) below, as applicable, as well as one or more of the other following subparagraphs, as applicable: (1) Transfer of Beneficial Interests in the Same Global Note. Beneficial interests in any Restricted Global Note may be transferred to Persons who take delivery thereof in the form of a beneficial interest in the same Restricted Global Note in accordance with the transfer restrictions set forth in the Private Placement Legend; provided that prior to the expiration of the Restricted Period, transfers of beneficial interests in the Regulation S Global Note may not be made to a U.S. Person or for the account or benefit of a U.S. Person (other than an initial purchaser of the Notes) unless permitted by applicable law and made in compliance with subsections (2) or (3) below. Beneficial interests in any Unrestricted Global Note may be transferred to Persons who take delivery thereof in the form of a beneficial interest in an Unrestricted Global Note. No written orders or instructions shall be required to be delivered to the Registrar to effect the transfers described in this Section 2.06(b)(1). (2) All Other Transfers and Exchanges of Beneficial Interests in Global Notes. In connection with all transfers and exchanges of beneficial interests that are not subject to Section 2.06(b)(1), the transferor of such beneficial interest must deliver to the Registrar either (A) (1) a written order from a Participant or an Indirect Participant given to the Depositary in accordance with the Applicable Procedures directing the Depositary to credit or cause to be credited a beneficial interest in another Global Note in an amount equal to the beneficial interest to be transferred or exchanged and (2) instructions given in accordance with the Applicable Procedures containing information regarding the Participant account to be credited with such increase or (B) (1) a written order from a Participant or an Indirect Participant given to the Depositary in accordance with the Applicable Procedures directing the Depositary to cause to be issued a Definitive Note in an amount equal to the beneficial interest to be transferred or exchanged and (2) instructions given by the Depositary to the Registrar containing information regarding the Person in whose name such Definitive Note shall be registered to effect the transfer or exchange referred to in (1) above; provided that in no event shall Definitive Notes be issued upon the transfer or exchange of beneficial interests in the Regulation S Global Note prior to (x) the expiration of the Restricted Period and (y) the receipt by the Registrar of a duly completed Certificate of Transfer or Certificate of Exchange, as applicable, required by the Issuer to establish compliance with Rule 903 of the Securities Act. Upon satisfaction of all of the requirements for transfer or exchange of beneficial interests in Global Notes contained in this Indenture and the Notes or otherwise applicable under the Securities Act, the Trustee shall adjust the principal amount of the relevant Global Note(s) pursuant to Section 2.06(h). -39- (3) Transfer of Beneficial Interests to Another Restricted Global Note. A beneficial interest in any Restricted Global Note may be transferred to a Person who takes delivery thereof in the form of a beneficial interest in another Restricted Global Note if the transfer complies with the requirements of Section 2.06(b)(2) and the Registrar receives the following: (A) if the transferee will take delivery in the form of a beneficial interest in a 144A Global Note, then the transferor must deliver a duly completed Certificate of Transfer, including the certifications in clause (1) thereof; or (B) if the transferee will take delivery in the form of a beneficial interest in a Regulation S Global Note, then the transferor must deliver a duly completed Certificate of Transfer, including the certifications in clause (2) thereof. (4) Transfer and Exchange of Beneficial Interests in a Restricted Global Note for Beneficial Interests in an Unrestricted Global Note. A beneficial interest in any Restricted Global Note may be exchanged by any holder thereof for a beneficial interest in an Unrestricted Global Note or transferred to a Person who takes delivery thereof in the form of a beneficial interest in an Unrestricted Global Note, if the exchange or transfer complies with the requirements of Section 2.06(b)(2) and the Registrar receives the following: (i) if the holder of such beneficial interest in a Restricted Global Note proposes to exchange such beneficial interest for a beneficial interest in an Unrestricted Global Note, a duly completed Certificate of Exchange from such Holder, including the certifications in clause (1)(a) thereof; or (ii) if the holder of such beneficial interest in a Restricted Global Note proposes to transfer such beneficial interest to a Person who shall take delivery thereof in the form of a beneficial interest in an Unrestricted Global Note, a duly completed Certificate of Transfer from such Holder, including the certifications in clause (5) thereof; and, in each case, if the Registrar or the Issuer so requests or if the Applicable Procedures so require, an Opinion of Counsel in form reasonably acceptable to the Registrar and the Issuer to the effect that such exchange or transfer is in compliance with the Securities Act and that the restrictions on transfer contained herein and in the Private Placement Legend are no longer required in order to maintain compliance with the Securities Act. If any such transfer is so effected at a time when an Unrestricted Global Note has not yet been issued, the Issuer shall issue and, upon receipt of an Authentication Order in accordance with Section 2.02, the Trustee will authenticate one or more Unrestricted Global Notes in an aggregate principal amount equal to the aggregate principal amount of beneficial interests so transferred. (5) If the Issuer determines (upon the advice of counsel and such other certifications and evidence as the Issuer may reasonably require) that a Note is eligible (without limits) for resale pursuant to Rule 144 (or a successor provision) and that the Private Placement Legend is no longer necessary or appropriate in order to ensure that subsequent transfers of the Note (or a beneficial interest therein) are effected in

Appears in 1 contract

Samples: Intercontinental Exchange, Inc.

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or (ii) there shall have occurred and be continuing a an Event of Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 Section 2.07 and 2.10 hereofSection 2.10. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06, Section 2.07 or Section 2.7 or 2.10 hereof2.10, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(b)(ii)(B) hereofand Section 2.06(c). A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b2.06(b), (c) or (f) hereof).

Appears in 1 contract

Samples: Indenture (Avantor, Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or days, (ii) there shall have occurred and be continuing a Default with respect to the NotesNotes or (iii) under the circumstances set forth in Section 2.06(k) . Upon the occurrence of any of the preceding events in clause (i), (ii) or (iiiii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i), (ii) or (iiiii) above and pursuant to Section 2.6(c2.06(c) or (e) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b2.06(b), (c) or ), and (fj) hereof.

Appears in 1 contract

Samples: Indenture (Western Refining, Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository thereto or a nominee of such successor Depositorysuccessor. A beneficial interest in a Global Note may not shall be exchanged exchangeable for a Definitive Note unless of the same series if (iA) the Depository (x) Depositary notifies the Issuer Issuers that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, and a successor Depository Depositary is not appointed by the Issuer Issuers within 120 90 days of such notice or (iiB) in the case of any Global Note, there shall have occurred and be continuing a an Event of Default with respect to such Global Note and the Depositary has requested the issuance of Definitive Notes. Upon the occurrence of any of the preceding events in clause (iA) or (iiB) above, Definitive Notes delivered in exchange for any Global Note of the same series or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note of the same series or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (iA) or (iiB) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b2.06(b), (c) or (f) hereof.

Appears in 1 contract

Samples: CBS Outdoor Americas Inc.

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.6, a A Global Note may not be transferredtransferred as a whole except by the Depository to a nominee of the Depository, in whole and not in part, only by a nominee of the Depository to the Depository or to another nominee of the Depository, or by the Depository or any such nominee to a successor Depository or a nominee of such successor Depository. A beneficial interest in a All Global Note may not Notes will be exchanged by the Company for a Definitive Note unless Notes if (i) the Depository DTC (x) notifies the Issuer Company that it is unwilling or unable to continue as Depository for such the Global Note Notes and the Company thereupon fails to appoint a successor Depository within 90 days or (y) has ceased to be a clearing agency registered under the Exchange Act andAct, (ii) the Company, at its option, notifies the Trustee in either case, a successor Depository is not appointed by writing that it elects to cause the Issuer within 120 days issuance of Definitive Notes in exchange for the Global Notes or (iiiii) there shall have occurred and be continuing a Default or an Event of Default with respect to the Notes. Upon the occurrence of any either of the preceding events in clause (i), (ii) or (iiiii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will shall be registered in the names, and issued in any approved denominations, requested by or on behalf of such names as the Depository (in accordance with its customary procedures)shall instruct the Trustee. Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 or Section 2.7 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), (c) or (f) hereof.

Appears in 1 contract

Samples: Indenture (Houston Exploration Co)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Notes Depositary or to a successor Depository Notes Depositary or a nominee of such successor DepositoryNotes Depositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Notes Depositary (x) notifies the Issuer Issuers that it is unwilling or unable to continue as Depository Notes Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Notes Depositary is not appointed by the Issuer Issuers within 120 days or (ii) there shall have occurred and be continuing a Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Notes Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 Section 2.07 and Section 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or Section 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(b)(ii)(B) and Section 2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), (c2.06(b) or (fSection 2.06(c) hereof.

Appears in 1 contract

Samples: Indenture (Hawaiian Holdings Inc)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another the Depositary or a nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer Company that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer Company within 120 days or (ii) there shall have occurred if the beneficial owner of an interest in a Global Note requests such exchange in writing delivered through the Depositary following an Event of Default and be continuing a Default with respect to the Notescommencement of enforcement action under this Indenture. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, that beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b2.06(b), (c) or (f) hereof.

Appears in 1 contract

Samples: Indenture (Viavi Solutions Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.6305, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository thereto or a nominee of such successor Depositorysuccessor. A beneficial interest in a Global Note may not shall be exchanged exchangeable for a Definitive Note unless if (iA) the Depository (x) Depositary notifies the Issuer Company that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, and a successor Depository Depositary is not appointed by the Issuer Company within 120 90 days of such notice or (iiB) in the case of any Global Note, there shall have occurred and be continuing a an Event of Default with respect to such Global Note and the Depositary has requested the issuance of Definitive Notes. Upon the occurrence of any of the preceding events in clause (iA) or (iiB) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 and 2.10 hereofSection 306. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 305 or pursuant to Section 2.7 or 2.10 hereof306, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (iA) or (iiB) above and pursuant to Section 2.6(c) hereof305(c). A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a305(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), (c305(b) or (f) hereofc).

Appears in 1 contract

Samples: CBS Corp

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days 90 days, (ii) subject to the procedures of the Depositary, the Issuer, at its option, notifies the Trustee in writing that it elects to cause the issuance of the Definitive Notes, or (iiiii) there shall have occurred and be continuing a Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i), (ii) or (iiiii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will shall be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i), (ii) or (iiiii) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, that beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), 2.06(b) or (c) or (f) hereof.

Appears in 1 contract

Samples: Indenture (Patheon Inc)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, transferred in whole and not in part, part only to another a nominee of the Depository Depositary, or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer Company that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act andAct, and in either case, a successor Depository Depositary is not appointed by the Issuer Company within 120 days days, (ii) the Company is required by law to exchange Global Notes for Definitive Notes and the Company delivers a written notice to the Trustee to such effect, or (iiiii) there shall have occurred and be continuing a an Event of Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or to (iiiii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will shall be registered in the names, and issued in any approved denominations, requested by or on behalf of such names and denominations as the Depository (in accordance with its customary procedures)Depositary shall instruct the Trustee. Global Notes also may be exchanged or replaced, in whole or in part, replaced as provided in Sections 2.7 Section 2.07 and 2.10 hereofSection 2.10. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof2.10, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or to (iiiii) above and pursuant to Section 2.6(c) hereofabove. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b2.06(b), (c) or (f) hereof).

Appears in 1 contract

Samples: Indenture (Russel Metals Inc)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository thereto or a nominee of such successor Depositorythereto. A beneficial interest in a Global Note may not be exchanged for a Definitive Note of the same series unless (i) the Depository Depositary (x) notifies the Issuer Company that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act Act, and, in either case, a successor Depository Depositary is not appointed by the Issuer Company within 120 days or 90 days, (ii) the Company, at its option, notifies the Trustee in writing that it elects to cause the issuance of Definitive Notes and any Participant requests a Definitive Note in accordance with the Applicable Procedures (although Regulation S Global Notes at the Company’s election pursuant to this clause may not be exchanged for Definitive Notes prior to (A) the expiration of the applicable Restricted Period and (B) the completion of all applicable requirements under Rule 903(b)(2)) or (iii) upon the request of a Holder if there shall have occurred and be continuing a an Event of Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i), (ii) or (iiiii) above, Definitive Notes delivered in exchange for any Global Note of the same series or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 or Section 2.7 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), (c) or (f) hereof.2.07 and

Appears in 1 contract

Samples: Indenture (Stericycle Inc)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary notifies the Issuers that it (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed ap- pointed by the Issuer Issuers within 120 90 days or of such notice, (ii) there shall have occurred and be continuing a an Event of Default with respect and the Depositary shall have requested the issuance of Definitive Notes or (iii) the Issu- ers, at their option, notify the Trustee in writing that they elect to cause the issuance of Definitive Notes. Upon the occurrence of any of the preceding events in clause (i), (ii) or (iiiii) aboveof this Section 2.06(a), Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance accord- ance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof2.10. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof2.10, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued is- sued subsequent to any of the preceding events in clause (i), (ii) or (iiiii) above of this Section 2.06(a) and pursuant to Section 2.6(c2.06(b)(ii)(B) hereofand Section 2.06(c). A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), (c2.06(b) or (f) hereofc).

Appears in 1 contract

Samples: First Lien Intercreditor Agreement (Baldwin Insurance Group, Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.15, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer Company that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer Company within 120 days days, (ii) the Company, at its option, notifies the Trustee in writing that the Company elects to cause the issuance of the Notes in certificated form (provided that under current industry practices, the Depositary would notify Participants of the Company’s determination, but would only withdraw beneficial interests from a Global Note at the request of Participants), or (iiiii) there shall have occurred and be continuing a Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i), (ii) or (iiiii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 2.09 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.15 or Section 2.7 2.07 or 2.10 2.09 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i), (ii) or (iiiii) above and pursuant to Section 2.6(c2.15(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.15(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b2.15(b), (c) or (f) hereof.

Appears in 1 contract

Samples: Beazer Homes Usa Inc

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer Issuers that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer Issuers within 120 days or (ii) there shall have occurred and be continuing a Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(b)(2)(B) and 2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), 2.06(b) or (c) or (f) hereof.

Appears in 1 contract

Samples: Indenture (Diamond Offshore Drilling, Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or (ii) there shall have occurred and be continuing a an Event of Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof2.10. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof2.10, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(b)(ii)(B) hereofand Section 2.06(c). A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b2.06(b), (c) or (f) hereof).

Appears in 1 contract

Samples: Indenture (Nesco Holdings, Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.6, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository or to a successor Depository or a nominee of such successor Depository. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository (x) notifies the Issuer that it is unwilling or unable to continue as Depository for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository is not appointed by the Issuer within 120 days or (ii) there shall have occurred and be continuing a Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 or Section 2.7 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), (c) or (f) hereof.to

Appears in 1 contract

Samples: Chaparral Energy, Inc.

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or (ii) there shall have occurred and be continuing a Default with respect to the NotesNotes or (iii) under the circumstances set forth in Section 2.06(k). Upon the occurrence of any of the preceding events in clause (i), (ii) or (iiiii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i), (ii) or (iiiii) above and pursuant to Section 2.6(c2.06(c) or (e) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b2.06(b), (c) or ), and (fj) hereof.

Appears in 1 contract

Samples: Indenture (Western Refining, Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository applicable Depositary or to a successor Depository thereto or a nominee of such successor Depositorythereto. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act Act, and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or (ii) upon the request of a Holder if there shall have occurred and be continuing a an Event of Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, thereof pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, hereof shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), 2.06(b) or (c) or (f) hereof.

Appears in 1 contract

Samples: Indenture (AdvancePierre Foods Holdings, Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or (ii) there shall have occurred and be continuing a an Event of Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof2.10. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof2.10, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(b)(ii)(B) hereofand Section 2.06(c). A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b2.06(b), (c) or (f) hereof).

Appears in 1 contract

Samples: Indenture (Covanta Holding Corp)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository thereto or a nominee of such successor Depositorysuccessor. A beneficial interest in a Global Note may not shall be exchanged exchangeable for a Definitive Note unless (i) the Depository if (x) the Depositary notifies the Issuer Issuers that it is unwilling or unable to continue as Depository Depositary for such Global Note or Note, (y) the Depositary has ceased to be a clearing agency registered under the Exchange Act Act, and, in either case, a successor Depository Depositary is not appointed by the Issuer Issuers within 120 days days, or (iiz) there shall have occurred and be continuing a an Event of Default with respect to the Notessuch Global Note. Upon the occurrence of any of the preceding events in clause (ix) or (iiy) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (ix) or (iiy) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), 2.06(b) or (c) or (f) hereof.

Appears in 1 contract

Samples: Indenture (Nielsen CO B.V.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository (x) Depositary notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased and the Issuer fails to be a clearing agency registered under the Exchange Act and, in either case, appoint a successor Depository is not appointed by the Issuer depositary within 120 90 days of such notice or (ii) there shall have occurred and be continuing a an Event of Default with respect to the NotesNotes and the Depositary requests such exchange. Upon the occurrence of any either of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 Sections 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), 2.06(b) or (c) or (f) hereof.

Appears in 1 contract

Samples: Indenture (Michaels Stores Inc)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer Company that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer Company within 120 days or (ii) there shall have occurred and be continuing a an Event of Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.06 and 2.10 2.07 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, that beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b2.06(b), (c) or (fd) hereof.

Appears in 1 contract

Samples: Indenture (WEX Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or (ii) there shall have occurred and be continuing a Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b2.06(b), (c) or (f) hereof.

Appears in 1 contract

Samples: Indenture (C C Media Holdings Inc)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or (ii) there shall have occurred and be continuing a an Event of Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof2.10. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof2.10, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c2.06(b)(iii)(B) hereofand Section 2.06(c). A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b2.06(b), (c) or (f) hereof).

Appears in 1 contract

Samples: Indenture (Concrete Pumping Holdings, Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.6, a A Global Note may not be transferredtransferred as a whole except by the Depository to a nominee of the Depository, in whole and not in part, only by a nominee of the Depository to the Depository or to another nominee of the Depository, or by the Depository or any such nominee to a successor Depository or a nominee of such successor Depository. A beneficial interest in a All Global Note may not Notes will be exchanged by the Company for a Definitive Note unless Notes if (i) the Depository DTC (x) notifies the Issuer Company that it is unwilling or unable to continue as Depository for such the Global Note Notes and the Company thereupon fails to appoint a successor depositary within 90 days or (y) has ceased to be a clearing agency registered under the Exchange Act andAct, (ii) the Company, at its option, notifies the Trustee in either case, a successor Depository is not appointed by writing that it elects to cause the Issuer within 120 days issuance of Definitive Notes in exchange for the Global Notes or (iiiii) there shall have occurred and be continuing a Default or an Event of Default with respect to the Notes. Upon the occurrence of any either of the preceding events in clause (i), (ii) or (iiiii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will shall be registered in the names, and issued in any approved denominations, requested by or on behalf of such names as the Depository (in accordance with its customary procedures)shall instruct the Trustee. Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 or Section 2.7 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i) or (ii) above and pursuant to Section 2.6(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), (c) or (f) hereof.

Appears in 1 contract

Samples: Houston Exploration Co

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository Depositary or a nominee of such successor DepositoryDepositary. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days days, (ii) the Issuer, at its option, notifies the Trustee in writing that it elects to cause the issuance of the Definitive Notes or (iiiii) there shall have occurred and be continuing a Default or Event of Default with respect to the Notes. Upon the occurrence of any of the preceding events in clause (i), (ii) or (iiiii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i), (ii) or (iiiii) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), 2.06(b) or (c) or (f) hereof.

Appears in 1 contract

Samples: Indenture (SeaWorld Entertainment, Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository thereto or a nominee of such successor Depositorythereto. A beneficial interest in a Global Note may not be exchanged for a Definitive Note unless (i) the Depository Depositary (x) notifies the Issuer that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act Act, and, in either case, a successor Depository Depositary is not appointed by the Issuer within 120 days or days, (ii) the Issuer, at its option and subject to the procedures of DTC, notifies the Trustee in writing that it elects to cause the issuance of Definitive Notes, (iii) upon the request of a Holder if there shall have occurred and be continuing a Default or Event of Default or (iv) upon the request of DTC in accordance with respect to the Notescustomary DTC procedures. Upon the occurrence of any of the preceding events in clause (i) or (ii) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will shall be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (i), (ii), (iii) or (iiiv) above and pursuant to Section 2.6(c2.06(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b), 2.06(b) or (c) or (f) hereof.

Appears in 1 contract

Samples: Indenture (SunOpta Inc.)

Transfer and Exchange of Global Notes. Except as otherwise set forth in this Section 2.62.06, a Global Note may be transferred, in whole and not in part, only to another nominee of the Depository Depositary or to a successor Depository thereto or a nominee of such successor Depositorysuccessor. A beneficial interest in a Global Note may not shall be exchanged exchangeable for a Definitive Note unless if (iA) the Depository (x) Depositary notifies the Issuer Issuers that it is unwilling or unable to continue as Depository Depositary for such Global Note or (y) has ceased to be a clearing agency registered under the Exchange Act and, in either case, and a successor Depository Depositary is not appointed by the Issuer Issuers within 120 90 days of such notice or (iiB) in the case of any Global Note, there shall have occurred and be continuing a an Event of Default with respect to such Global Note and the Depositary has requested the issuance of Definitive Notes. Upon the occurrence of any of the preceding events in clause (iA) or (iiB) above, Definitive Notes delivered in exchange for any Global Note or beneficial interests therein will be registered in the names, and issued in any approved denominations, requested by or on behalf of the Depository Depositary (in accordance with its customary procedures). Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note, except for Definitive Notes issued subsequent to any of the preceding events in clause (iA) or (iiB) above and pursuant to Section 2.6(c(c) hereof. A Global Note may not be exchanged for another Note other than as provided in this Section 2.6(a2.06(a); provided, however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.6(b(b), (c) or (f) hereof.

Appears in 1 contract

Samples: Indenture (Communications Sales & Leasing, Inc.)

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