Common use of Transfer of CDIs Clause in Contracts

Transfer of CDIs. The Issuer appoints the Depositary as its agent for the sole purpose of maintaining at the Corporate Trust Office records in which the Depositary shall (i) record DTC, Euroclear and/or Clearstream as the initial owner of the CDIs, (ii) record the transfer of ownership of the CDIs in each Global Note, and (iii) record the increases and decreases in the principal amount represented by the CDIs. The Depositary shall not recognize any transfer or exchange of ownership of any CDI that is not registered in the records of the Depositary in accordance with the provisions of this Section 2.3. The Depositary shall treat the Person in whose name a CDI is recorded in the records of the Depositary as the owner thereof for all purposes whatsoever and shall not be bound or affected by any notice to the contrary, other than an order of a court having jurisdiction over the Depositary. The foregoing paragraph shall not (i) impose an obligation on the Depositary to record the interests in or transfers of Book-Entry Interests held by Direct Participants, or Persons that may hold Book-Entry Interests through Direct Participants or (ii) restrict transfers of such Book-Entry Interests held by Direct Participants or such Persons. In connection with the Depositary's appointment as the Issuer's agent under this Section 2.3, the Issuer shall have such rights and obligations as regards removal of the Depositary and appointment of a successor as are specified in Section 3.6 hereof.

Appears in 4 contracts

Samples: Deposit Agreement (Marconi Corp PLC), Deposit Agreement (Marconi Corp PLC), Deposit Agreement (Marconi Corp PLC)

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