Common use of Uncertificated Notes Clause in Contracts

Uncertificated Notes. If requested by the applicable Noteholder, the Series 2021-A Notes shall be issued in the form of Uncertificated Notes. With respect to any Uncertificated Note, the Trustee shall provide to the beneficial owner promptly after registration of the Uncertificated Note in the Note Register by the Registrar a Confirmation of Registration, the form of which shall be set forth in Exhibit P hereto. (a) Except as otherwise expressly provided herein: (i) Uncertificated Notes registered in the name of a Person shall be considered “held” by such Person for all purposes of this Series 2021-A Supplement; (ii) with respect to any Uncertificated Note, (a) references herein to authentication and delivery of a Series 2021-A Note shall be deemed to refer to creation of an entry for such Series 2021-A Note in the Note Register and registration of such Series 2021-A Note in the name of the owner, (b) references herein to cancellation of a Series 2021-A Note shall be deemed to refer to deregistration of such Series 2021-A Note and (c) references herein to the date of authentication of a Series 2021-A Note shall refer to the date of registration of such Series 2021-A Note in the Note Register in the name of the owner thereof; (b) references to execution of Series 2021-A Notes by HVF III, to surrender of the Series 2021-A Notes and to presentment of the Series 2021-A Notes shall be deemed not to refer to Uncertificated Notes; provided that the provisions of Section 9.1 (Transfers of Series 2021-A Notes) relating to surrender of the Series 2021-A Notes shall apply equally to deregistration of Uncertificated Notes;

Appears in 3 contracts

Samples: Second Amended and Restated Series 2021 a Supplement (Hertz Global Holdings, Inc), Second Amended and Restated Series 2021 a Supplement (Hertz Corp), Supplement to Base Indenture (Hertz Corp)

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Uncertificated Notes. If requested by (a) On the applicable NoteholderIssue Date, the Series 2021-A Issuer shall issue Notes shall be issued in uncertificated form (the form of Uncertificated Notes. With respect ”), and following delivery of a Company Order to any Uncertificated Notethe Trustee and the Note Registrar, the Trustee Note Registrar shall provide to register the beneficial owner promptly after registration of the Uncertificated Note Notes in the Note Register by in the Registrar name of the Person indicated in such Company Order and provide such Person a Confirmation confirmation of Registration, the form of which shall be set forth in Exhibit P hereto. (a) registration. Except as otherwise expressly provided herein: (i) Uncertificated Notes registered in the name of a Person shall be considered “held” by such Person for all purposes of under this Series 2021-A SupplementIndenture; (ii) with With respect to any Uncertificated Note, (a1) references herein to authentication and delivery of a Series 2021-A Note shall be deemed to refer to creation of an entry for such Series 2021-A Note in the Note Register and registration of such Series 2021-A Note in the name of the owner, (b2) references herein to cancellation of all or any portion of a Series 2021-A Note shall be deemed to refer to deregistration of all or any portion of such Series 2021-A Note and (c3) references herein to the date of authentication of a Series 2021-A Note shall refer to the date of registration of such Series 2021-A Note in the Note Register in the name of the owner thereof; (biii) references References to (1) execution of Series 2021-A Notes by HVF IIIthe Issuer (or any officer thereof), to (2) surrender of the Series 2021-A Notes and to (3) presentment of the Series 2021-A Notes Notes, shall be deemed not to refer to Uncertificated Notes; provided that the provisions of Section 9.1 (Transfers of Series 2021-A Notes) 2.09 relating to surrender of the Series 2021-A Notes for cancellation shall apply equally to deregistration of Uncertificated Notes; (iv) Section 2.07 shall not apply to any Uncertificated Notes; and (v) the Note Register shall be conclusive evidence of the ownership of an Uncertificated Note. (b) After the Issue Date, the Issuer may issue or exchange Notes in accordance with the terms of this Indenture in global, certificated or uncertificated form and make any related changes to this Indenture in accordance with Section 10.02 and/or instruct the cancellation or deregistration of all or a portion of the Notes in connection with any redemption or repurchase of such Notes in accordance with Articles 15 and 16.

Appears in 2 contracts

Samples: Indenture (Electra Battery Materials Corp), Indenture (Electra Battery Materials Corp)

Uncertificated Notes. If requested by At the applicable Noteholderrequest of a Holder or transferee of the Series 2020-1 Class A-1 Notes, the Series 20212020-A 1 Class A-1 Notes shall may be issued in the form of Uncertificated Notes. With respect to any Uncertificated Note, the Trustee shall provide to the beneficial owner promptly after registration of the Uncertificated Note in the Note Register by the Note Registrar a Confirmation of Registration, the form of which shall be set forth in Exhibit P F attached hereto. (ai) Except as otherwise expressly provided herein: (iA) Uncertificated Notes registered in the name of a Person shall be considered “held” by such Person for all purposes of this Series 2021-A Supplement; (iiB) with respect to any Uncertificated Note, (a) references herein to authentication and delivery of a Series 20212020-A 1 Class A-1 Note shall be deemed to refer to creation of an entry for such Series 20212020-A 1 Class A-1 Note in the Note Register and registration of such Series 20212020-A 1 Class A-1 Note in the name of the owner, (b) references herein to cancellation of a Series 20212020-A 1 Class A-1 Note shall be deemed to refer to deregistration of such Series 20212020-A 1 Class A-1 Note and (c) references herein to the date of authentication of a Series 20212020-A 1 Class A-1 Note shall refer to the date of registration of such Series 20212020-A 1 Class A-1 Note in the Note Register in the name of the owner thereof; (bii) references to execution of Series 20212020-A 1 Class A-1 Notes by HVF IIIthe Issuer, to surrender of the Series 20212020-A 1 Class A-1 Notes and to presentment of the Series 20212020-A 1 Class A-1 Notes shall be deemed not to refer to Uncertificated Notes; provided that the provisions of Section 9.1 (Transfers of Series 2021-A Notes) 4.3 relating to surrender of the Series 20212020-A 1 Class A-1 Notes shall apply equally to deregistration of Uncertificated Notes;; and (iii) for the avoidance of doubt, no Confirmation of Registration shall be required to be surrendered (x) in connection with a transfer of the related Uncertificated Note or (y) in connection with the final payment of the related Uncertificated Note. (iv) The Note Register shall be conclusive evidence of the ownership of an Uncertificated Note. (v) Each of the Series 2020-1 Class A-1 Notes in the form of a definitive note may also be exchanged in its entirety for an Uncertificated Note and, upon complete exchange thereof, such Series 2020-1 Class A-1 Notes shall be cancelled and deregistered by the Note Registrar. (vi) Each of the Uncertificated Notes may be exchanged in its entirety for a Series 2020-1 Class A-1 Note in the form of a definitive note and, upon complete exchange thereof, such Uncertificated Note shall be deregistered by the Note Registrar.

Appears in 1 contract

Samples: Series Supplement (Vale Merger Sub, Inc.)

Uncertificated Notes. If requested by the applicable Noteholder, the Series 2021-A Notes shall be issued in the form of Uncertificated Notes. With respect to any Uncertificated Note, the Trustee shall provide to the beneficial owner promptly after registration of the Uncertificated Note in the Note Register by the Registrar a Confirmation of Registration, the form of which shall be set forth in Exhibit P hereto. (a) Except as otherwise expressly provided herein: , (i) Uncertificated Notes registered in the name of a Person shall be considered "held" by such Person for all purposes of under this Series 2021-A Supplement; Indenture, (ii) with respect to any Uncertificated Note, (aA) references herein to authentication and delivery of a Series 2021-A Note shall be deemed to refer to creation of an entry for such Series 2021-A Note in the Note Register and registration of such Series 2021-A Note in the name of the owner, (bB) references herein to cancellation of a Series 2021-A Note shall be deemed to refer to deregistration of such Series 2021-A Note and (cC) references herein to the date of authentication of a Series 2021-A Note shall refer to the date of registration of such Series 2021-A Note in the Note Register in the name of the owner thereof; , (biii) references to execution of Series 2021-A Notes by HVF IIIthe Applicable Issuers, to surrender of the Series 2021-A Notes and to presentment of the Series 2021-A Notes shall be deemed not to refer to Uncertificated Notes; provided that the provisions of Section 9.1 (Transfers of Series 2021-A Notes) 2.10 relating to surrender of the Series 2021-A Notes shall apply equally to deregistration of Uncertificated Notes;, (iv) Section 2.7 shall not apply to any Uncertificated Notes, (v) the Register shall be conclusive evidence of the ownership of an Uncertificated Note and (vi) the Registrar shall be entitled to receive ownership information and other reasonably requested information from a Holder of Uncertificated Notes (or any transferees thereof) in connection with maintaining the Register and reflecting transfers therein. The provisions of the "Operating Procedures of the Euroclear System" of Euroclear and the "Terms and Conditions Governing Use of Participants" of Clearstream, respectively, will be applicable to the Global Notes insofar as interests in such Global Notes are held by the Agent Members of Euroclear or Clearstream, as the case may be. Agent Members shall have no rights under this Indenture with respect to any Global Notes held on their behalf by the Trustee, as custodian for DTC, and DTC may be treated by the Issuer, the Trustee, and any agent of the Issuer or the Trustee as the absolute owner of such Note for all payment purposes whatsoever, and for all other purposes except as provided in Section 14.2(e). Notwithstanding the foregoing, nothing herein shall prevent the Issuer, the Trustee, or any agent of the Issuer or the Trustee from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC and its Agent Members, the operation of customary practices governing the exercise of the rights of a Holder of any Note.

Appears in 1 contract

Samples: Indenture (MSD Investment Corp.)

Uncertificated Notes. If requested by At the applicable Noteholderrequest of a Holder or transferee of Series 2021-1 Class A-1 Notes, the Series 2021-A 1 Class A-1 Notes shall may be issued in the form of Uncertificated Notes. With respect to any Uncertificated Note, the Trustee shall provide to the beneficial owner promptly after registration of the Uncertificated Note in the Note Register by the Registrar a Confirmation of Registration, the form of which shall be set forth in Exhibit P E hereto. (ai) Except as otherwise expressly provided herein: (iA) Uncertificated Notes registered in the name of a Person shall be considered “held” by such Person for all purposes of this Series 2021-A Supplement; (iiB) with respect to any Uncertificated Note, (a) references herein to authentication and delivery of a Series 2021-A Note shall be deemed to refer to creation of an entry for such Series 2021-A Note in the Note Register and registration of such Series 2021-A Note in the name of the owner, (b) references herein to cancellation of a Series 2021-A Note shall be deemed to refer to deregistration of such Series 2021-A Note and (c) references herein to the date of authentication of a Series 2021-A Note shall refer to the date of registration of such Series 2021-A Note in the Note Register in the name of the owner thereof; (bii) references to execution of Series 2021-A Notes by HVF IIIthe Issuer, to surrender of the Series 2021-A Notes and to presentment of the Series 2021-A Notes shall be deemed not to refer to Uncertificated Notes; provided that the provisions of Section 9.1 (Transfers of Series 2021-A Notes) 4.3 relating to surrender of the Series 2021-A Notes shall apply equally to deregistration of Uncertificated Notes; (iii) for the avoidance of doubt, no Confirmation of Registration shall be required to be surrendered (x) in connection with a transfer of the related Uncertificated Note or (y) in connection with the final payment of the related Uncertificated Note; (iv) the Note Register shall be conclusive evidence of the ownership of an Uncertificated Note; (v) each of the Series 2021-1 Class A-1 Notes in the form of a definitive note may also be exchanged in its entirety for an Uncertificated Note and, upon complete exchange thereof, such Series 2021-1 Class A-1 Notes shall be cancelled and deregistered by the Registrar; (vi) each of the Uncertificated Notes may be exchanged in its entirety for a Series 2021-1 Class A-1 Note in the form of a definitive note and, upon complete exchange thereof, such Uncertificated Note shall be deregistered by the Registrar and the Series 2021-1 Class A-1 Note (in the form of a definitive note) received in such exchange shall be registered in the Note Register by the Registrar.

Appears in 1 contract

Samples: Series Supplement (Wendy's Co)

Uncertificated Notes. If requested by At the applicable Noteholderrequest of a Holder or transferee of Series 2022-1 Class A-1 Notes, the Series 20212022-A 1 Class A-1 Notes shall may be issued in the form of Uncertificated Notes. With respect to any Uncertificated Note, the Trustee shall provide to the beneficial owner promptly after registration of the Uncertificated Note in the Note Register by the Registrar a Confirmation of Registration, the form of which shall be set forth in Exhibit P D hereto. (ai) Except as otherwise expressly provided herein: (iA) Uncertificated Notes registered in the name of a Person shall be considered “held” by such Person for all purposes of this Series 20212022-A 1 Supplement; (iiB) with respect to any Uncertificated Note, (a) references herein to authentication and delivery of a Series 2021-A Note shall be deemed to refer to creation of an entry for such Series 2021-A Note in the Note Register and registration of such Series 2021-A Note in the name of the owner, (b) references herein to cancellation of a Series 2021-A Note shall be deemed to refer to deregistration of such Series 2021-A Note and (c) references herein to the date of authentication of a Series 2021-A Note shall refer to the date of registration of such Series 2021-A Note in the Note Register in the name of the owner thereof; (bC) references to execution of Series 2021-A Notes by HVF IIIthe Co-Issuers, to surrender of the Series 2021-A Notes and to presentment of the Series 2021-A Notes shall be deemed not to refer to Uncertificated Notes; provided that the provisions of Section 9.1 (Transfers of Series 2021-A Notes) 4.03 relating to surrender of the Series 2021-A Notes shall apply equally to deregistration of Uncertificated Notes;; and (D) for the avoidance of doubt, no Confirmation of Registration shall be required to be surrendered (x) in connection with a transfer of the related Uncertificated Note or (y) in connection with the final payment of the related Uncertificated Note. (ii) The Note Register shall be conclusive evidence of the ownership of an Uncertificated Note. (iii) Each of the Series 2022-1 Class A-1 Notes in the form of a definitive note may also be exchanged in its entirety for an Uncertificated Note and, upon complete exchange thereof, such Series 2022-1 Class A-1 Notes shall be cancelled and deregistered by the Registrar. (iv) Each of the Uncertificated Notes may be exchanged in its entirety for a Series 2022-1 Class A-1 Note in the form of a definitive note and, upon complete exchange thereof, such Uncertificated Note shall be deregistered by the Registrar.

Appears in 1 contract

Samples: Series 2022 1 Supplement (Dominos Pizza Inc)

Uncertificated Notes. If requested by At the applicable Noteholderrequest of a Holder or transferee of Series 2019-1 Class A-1 Notes, the Series 20212019-A 1 Class A-1 Notes shall may be issued in the form of Uncertificated Notes. With respect to any Uncertificated Note, the Trustee shall provide to the beneficial owner promptly after registration of the Uncertificated Note in the Note Register by the Registrar a Confirmation of Registration, the form of which shall be set forth in Exhibit P D hereto. (ai) Except as otherwise expressly provided herein: (iA) Uncertificated Notes registered in the name of a Person shall be considered “held” by such Person for all purposes of this Series 2021-A Supplement; (iiB) with respect to any Uncertificated Note, (a) references herein to authentication and delivery of a Series 2021-A Note shall be deemed to refer to creation of an entry for such Series 2021-A Note in the Note Register and registration of such Series 2021-A Note in the name of the owner, (b) references herein to cancellation of a Series 2021-A Note shall be deemed to refer to deregistration of such Series 2021-A Note and (c) references herein to the date of authentication of a Series 2021-A Note shall refer to the date of registration of such Series 2021-A Note in the Note Register in the name of the owner thereof; (bC) references to execution of Series 2021-A Notes by HVF IIIthe Co-Issuers, to surrender of the Series 2021-A Notes and to presentment of the Series 2021-A Notes shall be deemed not to refer to Uncertificated Notes; provided that the provisions of Section 9.1 (Transfers of Series 2021-A Notes) 4.03 relating to surrender of the Series 2021-A Notes shall apply equally to deregistration of Uncertificated Notes;; and (D) for the avoidance of doubt, no Confirmation of Registration shall be required to be surrendered (x) in connection with a transfer of the related Uncertificated Note or (y) in connection with the final payment of the related Uncertificated Note. (ii) The Note Register shall be conclusive evidence of the ownership of an Uncertificated Note. (iii) Each of the Series 2019-1 Class A-1 Notes in the form of a definitive note may also be exchanged in its entirety for an Uncertificated Note and, upon complete exchange thereof, such Series 2019-1 Class A-1 Notes shall be cancelled and deregistered by the Registrar. (iv) Each of the Uncertificated Notes may be exchanged in its entirety for a Series 2019-1 Class A-1 Note in the form of a definitive note and, upon complete exchange thereof, such Uncertificated Note shall be deregistered by the Registrar.

Appears in 1 contract

Samples: Series 2019 1 Supplement (Dominos Pizza Inc)

Uncertificated Notes. If requested by At the applicable Noteholderrequest of a Holder or transferee of Series 2022-1 Class A-1 Notes, the Series 20212022-A 1 Class A-1 Notes shall may be issued in the form of Uncertificated Notes. With respect to any Uncertificated Note, the Trustee shall provide to the beneficial owner promptly after registration of the Uncertificated Note in the Note Register by the Registrar a Confirmation of Registration, Registration substantially in the form of which shall be set forth in Exhibit P E hereto. (ai) Except as otherwise expressly provided herein: (iA) Uncertificated Notes registered in the name of a Person shall be considered “held” by such Person for all purposes of this Series 2021-A Supplement; (iiB) with respect to any Uncertificated Note, (aI) references herein to authentication and delivery of a Series 2021-A Note shall be deemed to refer to creation of an entry for such Series 2021-A Note in the Note Register and registration of such Series 2021-A Note in the name of the owner, (bII) references herein to cancellation of a Series 2021-A Note shall be deemed to refer to deregistration of such Series 2021-A Note and (cIII) references herein to the date of authentication of a Series 2021-A Note shall refer to the date of registration of such Series 2021-A Note in the Note Register in the name of the owner thereof; (bii) references to execution of Series 2021-A Notes by HVF IIIthe Issuer, to surrender of the Series 2021-A Notes and to presentment of the Series 2021-A Notes shall be deemed not to refer to Uncertificated Notes; provided that the provisions of Section 9.1 (Transfers 4.3 of this Series 2021-A Notes) Supplement relating to surrender of the Series 2021-A Notes shall apply equally to deregistration of Uncertificated Notes; (iii) for the avoidance of doubt, no Confirmation of Registration shall be required to be surrendered (x) in connection with a transfer of the related Uncertificated Note or (y) in connection with the final payment of the related Uncertificated Note; (iv) the Note Register shall be conclusive evidence of the ownership of an Uncertificated Note; (v) each of the Series 2022-1 Class A-1 Notes in the form of a definitive note may also be exchanged in its entirety for an Uncertificated Note and, upon complete exchange thereof, such Series 2022-1 Class A-1 Notes shall be cancelled and deregistered by the Registrar; and (vi) each of the Uncertificated Notes may be exchanged in its entirety for a Series 2022-1 Class A-1 Note in the form of a definitive note and, upon complete exchange thereof, such Uncertificated Note shall be deregistered by the Registrar and the Series 2022-1 Class A-1 Note (in the form of a definitive note) received in such exchange shall be registered in the Note Register by the Registrar.

Appears in 1 contract

Samples: Series Supplement (European Wax Center, Inc.)

Uncertificated Notes. If requested by At the applicable Noteholderrequest of a Holder or transferee of the Series 2022-1 Class A-1 Notes, the Series 20212022-A 1 Class A-1 Notes shall may be issued in the form of Uncertificated Notes. With respect to any Uncertificated Note, the Trustee shall provide to the beneficial owner promptly after registration of the Uncertificated Note in the Note Register by the Registrar a Confirmation of Registration, the form of which shall be set forth in Exhibit P C attached hereto. (ai) Except as otherwise expressly provided herein: (iA) Uncertificated Notes registered in the name of a Person shall be considered “held” by such Person for all purposes of this Series 2021-A Supplement; (iiB) with respect to any Uncertificated Note, (a1) references herein to authentication and delivery of a Series 20212022-A 1 Class A-1 Note shall be deemed to refer to creation of an entry for such Series 20212022-A 1 Class A-1 Note in the Note Register and registration of such Series 20212022-A 1 Class A-1 Note in the name of the owner, (b2) references herein to cancellation of a Series 20212022-A 1 Class A-1 Note shall be deemed to refer to deregistration of such Series 20212022-A 1 Class A-1 Note and (c3) references herein to the date of authentication of a Series 20212022-A 1 Class A-1 Note shall refer to the date of registration of such Series 20212022-A 1 Class A-1 Note in the Note Register in the name of the owner thereof; (bC) references to execution of Series 20212022-A 1 Class A-1 Notes by HVF IIIthe Co-Issuers, to surrender of the Series 20212022-A 1 Class A-1 Notes and to presentment of the Series 20212022-A 1 Class A-1 Notes shall be deemed not to refer to Uncertificated Notes; provided that the provisions of Section 9.1 (Transfers 4.3 of this Series 2021-A Notes) Supplement relating to surrender of the Series 20212022-A 1 Class A-1 Notes shall apply equally to deregistration of Uncertificated Notes;; and (D) for the avoidance of doubt, no Confirmation of Registration shall be required to be surrendered (1) in connection with a transfer of the related Uncertificated Note or (2) in connection with the final payment of the related Uncertificated Note. (ii) The Note Register shall be conclusive evidence of the ownership of an Uncertificated Note. (iii) Each of the Series 2022-1 Class A-1 Notes in the form of a definitive note may also be exchanged in its entirety for an Uncertificated Note and, upon complete exchange thereof, such Series 2022-1 Class A-1 Notes shall be cancelled and deregistered by the Registrar. (iv) Each of the Uncertificated Notes may be exchanged in its entirety for a Series 2022-1 Class A-1 Note in the form of a definitive note and, upon complete exchange thereof, such Uncertificated Note shall be deregistered by the Registrar.

Appears in 1 contract

Samples: Series 2022 1 Supplement (Driven Brands Holdings Inc.)

Uncertificated Notes. If requested by (a) On the applicable NoteholderIssue Date, the Series 2021-A Issuer shall issue Notes shall be issued in uncertificated form (the form of Uncertificated Notes. With respect ”), and following delivery of a Company Order to any Uncertificated Notethe Trustee and the Note Registrar, the Trustee Note Registrar shall provide to register the beneficial owner promptly after registration of the Uncertificated Note Notes in the Note Register by in the Registrar name of the Person indicated in such Company Order and provide such Person a Confirmation confirmation of Registration, the form of which shall be set forth in Exhibit P hereto. (a) registration. Except as otherwise expressly provided herein: (i) Uncertificated Notes registered in the name of a Person shall be considered “held” by such Person for all purposes of under this Series 2021-A SupplementIndenture; (ii) with With respect to any Uncertificated Note, (a1) references herein to authentication and delivery of a Series 2021-A Note shall be deemed to refer to creation of an entry for such Series 2021-A Note in the Note Register and registration of such Series 2021-A Note in the name of the owner, (b2) references herein to cancellation of all or any portion of a Series 2021-A Note shall be deemed to refer to deregistration of all or any portion of such Series 2021-A Note and (c3) references herein to the date of authentication of a Series 2021-A Note shall refer to the date of registration of such Series 2021-A Note in the Note Register in the name of the owner thereof; (biii) references References to (1) execution of Series 2021-A Notes by HVF IIIthe Issuer (or any officer thereof), to (2) surrender of the Series 2021-A Notes and to (3) presentment of the Series 2021-A Notes Notes, shall be deemed not to refer to Uncertificated Notes; provided that the provisions of Section 9.1 (Transfers of Series 2021-A Notes) 2.09 relating to surrender of the Series 2021-A Notes for cancellation shall apply equally to deregistration of Uncertificated Notes;

Appears in 1 contract

Samples: Indenture (Electra Battery Materials Corp)

Uncertificated Notes. If requested by At the applicable Noteholderrequest of a Holder or transferee of Series 2022-1 Class A-1 Notes, the Series 20212022-A 1 Class A-1 Notes shall may be issued in the form of Uncertificated Notes. With respect to any Uncertificated Note, the Trustee shall provide to the beneficial owner promptly after registration of the Uncertificated Note in the Note Register by the Registrar a Confirmation of Registration, Registration substantially in the form of which shall be set forth in Exhibit P E hereto. (ai) Except as otherwise expressly provided herein: (iA) Uncertificated Notes registered in the name of a Person shall be considered “held” by such Person for all purposes of this Series 2021-A Supplement; (iiB) with respect to any Uncertificated Note, (a) references herein to authentication and delivery of a Series 2021-A Note shall be deemed to refer to creation of an entry for such Series 2021-A Note in the Note Register and registration of such Series 2021-A Note in the name of the owner, (b) references herein to cancellation of a Series 2021-A Note shall be deemed to refer to deregistration of such Series 2021-A Note and (c) references herein to the date of authentication of a Series 2021-A Note shall refer to the date of registration of such Series 2021-A Note in the Note Register in the name of the owner thereof; (bii) references to execution of Series 2021-A Notes by HVF IIIthe Issuer, to surrender of the Series 2021-A Notes and to presentment of the Series 2021-A Notes shall be deemed not to refer to Uncertificated Notes; provided that the provisions of Section 9.1 (Transfers of Series 2021-A Notes) 4.04 relating to surrender of the Series 2021-A Notes shall apply equally to deregistration of Uncertificated Notes; (iii) for the avoidance of doubt, no Confirmation of Registration shall be required to be surrendered (x) in connection with a transfer of the related Uncertificated Note or (y) in connection with the final payment of the related Uncertificated Note; (iv) the Note Register shall be conclusive evidence of the ownership of an Uncertificated Note; (v) each of the Series 2022-1 Class A-1 Notes in the form of a definitive note may also be exchanged in its entirety for an Uncertificated Note and, upon complete exchange thereof, such Series 2022-1 Class A-1 Notes shall be cancelled and deregistered by the Registrar; and (vi) each of the Uncertificated Notes may be exchanged in its entirety for a Series 2022-1 Class A-1 Note in the form of a definitive note and, upon complete exchange thereof, such Uncertificated Note shall be deregistered by the Registrar and the Series 2022-1 Class A-1 Note (in the form of a definitive note) received in such exchange shall be registered in the Note Register by the Registrar.

Appears in 1 contract

Samples: Series Supplement (Jack in the Box Inc)

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Uncertificated Notes. If requested by At the applicable Noteholderrequest of a Holder or transferee of the Series 2022-1 Class A-1 Notes, the Series 20212022-A 1 Class A-1 Notes shall may be issued in the form of Uncertificated Notes. With respect to any Uncertificated Note, the Trustee shall provide to the beneficial owner promptly after registration of the Uncertificated Note in the Note Register by the Note Registrar a Confirmation of Registration, the form of which shall be set forth in Exhibit P C attached hereto. (ai) Except as otherwise expressly provided herein: (iA) Uncertificated Notes registered in the name of a Person shall be considered “held” by such Person for all purposes of this Series 2021-A Supplement; (iiB) with respect to any Uncertificated Note, (a1) references herein to authentication and delivery of a Series 20212022-A 1 Class A-1 Note shall be deemed to refer to creation of an entry for such Series 20212022-A 1 Class A-1 Note in the Note Register and registration of such Series 20212022-A 1 Class A-1 Note in the name of the owner, (b2) references herein to cancellation of a Series 20212022-A 1 Class A-1 Note shall be deemed to refer to deregistration of such Series 20212022-A 1 Class A-1 Note and (c3) references herein to the date of authentication of a Series 20212022-A 1 Class A-1 Note shall refer to the date of registration of such Series 20212022-A 1 Class A-1 Note in the Note Register in the name of the owner thereof; (bC) references to execution of Series 20212022-A 1 Class A-1 Notes by HVF IIIthe Co-Issuers, to surrender of the Series 20212022-A 1 Class A-1 Notes and to presentment of the Series 20212022-A 1 Class A-1 Notes shall be deemed not to refer to Uncertificated Notes; provided that the provisions of Section 9.1 (Transfers of Series 2021-A Notes) 4.3 relating to surrender of the Series 20212022-A 1 Class A-1 Notes shall apply equally to deregistration of Uncertificated Notes;; and (D) for the avoidance of doubt, no Confirmation of Registration shall be required to be surrendered (1) in connection with a transfer of the related Uncertificated Note or (2) in connection with the final payment of the related Uncertificated Note. (ii) The Note Register shall be conclusive evidence of the ownership of an Uncertificated Note. (iii) Each of the Series 2022-1 Class A-1 Notes in the form of a definitive note may also be exchanged in its entirety for an Uncertificated Note and, upon complete exchange thereof, such Series 2022-1 Class A-1 Notes shall be cancelled and deregistered by the Note Registrar. (iv) Each of the Uncertificated Notes may be exchanged in its entirety for a Series 2022-1 Class A-1 Note in the form of a definitive note and, upon complete exchange thereof, such Uncertificated Note shall be deregistered by the Note Registrar.

Appears in 1 contract

Samples: Series Supplement (Dine Brands Global, Inc.)

Uncertificated Notes. If requested by At the applicable Noteholderrequest of a Holder or transferee of the Series 2024-1 Class A-1 Notes, the Series 20212024-A 1 Class A-1 Notes shall may be issued in the form of Uncertificated Notes. With respect to any Uncertificated Note, the Trustee shall provide to the beneficial owner promptly after registration of the Uncertificated Note in the Note Register by the Registrar a Confirmation of Registration, the form of which shall be set forth in Exhibit P C attached hereto. (ai) Except as otherwise expressly provided herein: (iA) Uncertificated Notes registered in the name of a Person shall be considered “held” by such Person for all purposes of this Series 2021-A Supplement; (iiB) with respect to any Uncertificated Note, (a1) references herein to authentication and delivery of a Series 20212024-A 1 Class A-1 Note shall be deemed to refer to creation of an entry for such Series 20212024-A 1 Class A-1 Note in the Note Register and registration of such Series 20212024-A 1 Class A-1 Note in the name of the owner, (b2) references herein to cancellation of a Series 20212024-A 1 Class A-1 Note shall be deemed to refer to deregistration of such Series 20212024-A 1 Class A-1 Note and (c3) references herein to the date of authentication of a Series 20212024-A 1 Class A-1 Note shall refer to the date of registration of such Series 20212024-A 1 Class A-1 Note in the Note Register in the name of the owner thereof; (bC) references to execution of Series 20212024-A 1 Class A-1 Notes by HVF IIIthe Co-Issuers, to surrender of the Series 20212024-A 1 Class A-1 Notes and to presentment of the Series 20212024-A 1 Class A-1 Notes shall be deemed not to refer to Uncertificated Notes; provided that the provisions of Section 9.1 (Transfers 4.3 of this Series 2021-A Notes) Supplement relating to surrender of the Series 20212024-A 1 Class A-1 Notes shall apply equally to deregistration of Uncertificated Notes;; and (D) for the avoidance of doubt, no Confirmation of Registration shall be required to be surrendered (1) in connection with a transfer of the related Uncertificated Note or (2) in connection with the final payment of the related Uncertificated Note. (ii) The Note Register shall be conclusive evidence of the ownership of an Uncertificated Note. (iii) Each of the Series 2024-1 Class A-1 Notes in the form of a definitive note may also be exchanged in its entirety for an Uncertificated Note and, upon complete exchange thereof, such Series 2024-1 Class A-1 Notes shall be cancelled and deregistered by the Registrar. (iv) Each of the Uncertificated Notes may be exchanged in its entirety for a Series 2024-1 Class A-1 Note in the form of a definitive note and, upon complete exchange thereof, such Uncertificated Note shall be deregistered by the Registrar.

Appears in 1 contract

Samples: Series 2024 1 Supplement (Driven Brands Holdings Inc.)

Uncertificated Notes. If requested by At the applicable Noteholderrequest of a Holder or transferee of Series 2022-1 Class A-1 Notes, the Series 20212022-A 1 Class A-1 Notes shall may be issued in the form of Uncertificated Notes. With respect to any Uncertificated Note, the Trustee shall provide to the beneficial owner promptly after registration of the Uncertificated Note in the Note Register by the Registrar a Confirmation of Registration, the form of which shall be set forth in Exhibit P E hereto. (ai) Except as otherwise expressly provided herein: (iA) Uncertificated Notes registered in the name of a Person shall be considered “held” by such Person for all purposes of this Series 2021-A Supplement; (iiB) with respect to any Uncertificated Note, (aI) references herein to authentication and delivery of a Series 2021-A Note shall be deemed to refer to creation of an entry for such Series 2021-A Note in the Note Register and registration of such Series 2021-A Note in the name of the owner, (bII) references herein to cancellation of a Series 2021-A Note shall be deemed to refer to deregistration of such Series 2021-A Note and (cIII) references herein to the date of authentication of a Series 2021-A Note shall refer to the date of registration of such Series 2021-A Note in the Note Register in the name of the owner thereof; (bii) references to execution of Series 2021-A Notes by HVF IIIthe Issuer, to surrender of the Series 2021-A Notes and to presentment of the Series 2021-A Notes shall be deemed not to refer to Uncertificated Notes; provided that the provisions of Section 9.1 (Transfers 4.3 of this Series 2021-A Notes) Supplement relating to surrender of the Series 2021-A Notes shall apply equally to deregistration of Uncertificated Notes; (iii) for the avoidance of doubt, no Confirmation of Registration shall be required to be surrendered (x) in connection with a transfer of the related Uncertificated Note or (y) in connection with the final payment of the related Uncertificated Note; (iv) the Note Register shall be conclusive evidence of the ownership of an Uncertificated Note; (v) each of the Series 2022-1 Class A-1 Notes in the form of a definitive note may also be exchanged in its entirety for an Uncertificated Note and, upon complete exchange thereof, such Series 2022-1 Class A-1 Notes shall be cancelled and deregistered by the Registrar; (vi) each of the Uncertificated Notes may be exchanged in its entirety for a Series 2022-1 Class A-1 Note in the form of a definitive note and, upon complete exchange thereof, such Uncertificated Note shall be deregistered by the Registrar and the Series 2022-1 Class A-1 Note (in the form of a definitive note) received in such exchange shall be registered in the Note Register by the Registrar.

Appears in 1 contract

Samples: Series Supplement (Planet Fitness, Inc.)

Uncertificated Notes. If requested by At the applicable Noteholderrequest of a Holder or transferee of Series 2021-1 Class A-1 Notes, the Series 2021-A 1 Class A-1 Notes shall may be issued in the form of Uncertificated Notes. With respect to any Uncertificated Note, the Trustee shall provide to the beneficial owner promptly after registration of the Uncertificated Note in the Note Register by the Registrar a Confirmation of Registration, the form of which shall be set forth in Exhibit P D hereto. (ai) Except as otherwise expressly provided herein: (iA) Uncertificated Notes registered in the name of a Person shall be considered “held” by such Person for all purposes of this Series 2021-A 1 Supplement; (iiB) with respect to any Uncertificated Note, (a) references herein to authentication and delivery of a Series 2021-A Note shall be deemed to refer to creation of an entry for such Series 2021-A Note in the Note Register and registration of such Series 2021-A Note in the name of the owner, (b) references herein to cancellation of a Series 2021-A Note shall be deemed to refer to deregistration of such Series 2021-A Note and (c) references herein to the date of authentication of a Series 2021-A Note shall refer to the date of registration of such Series 2021-A Note in the Note Register in the name of the owner thereof; (bC) references to execution of Series 2021-A Notes by HVF IIIthe Co-Issuers, to surrender of the Series 2021-A Notes and to presentment of the Series 2021-A Notes shall be deemed not to refer to Uncertificated Notes; provided that the provisions of Section 9.1 (Transfers of Series 2021-A Notes) 4.03 relating to surrender of the Series 2021-A Notes shall apply equally to deregistration of Uncertificated Notes;; and (D) for the avoidance of doubt, no Confirmation of Registration shall be required to be surrendered (x) in connection with a transfer of the related Uncertificated Note or (y) in connection with the final payment of the related Uncertificated Note. (ii) The Note Register shall be conclusive evidence of the ownership of an Uncertificated Note. (iii) Each of the Series 2021-1 Class A-1 Notes in the form of a definitive note may also be exchanged in its entirety for an Uncertificated Note and, upon complete exchange thereof, such Series 2021-1 Class A-1 Notes shall be cancelled and deregistered by the Registrar. (iv) Each of the Uncertificated Notes may be exchanged in its entirety for a Series 2021-1 Class A-1 Note in the form of a definitive note and, upon complete exchange thereof, such Uncertificated Note shall be deregistered by the Registrar.

Appears in 1 contract

Samples: Series 2021 1 Supplement (Dominos Pizza Inc)

Uncertificated Notes. If requested by At the applicable Noteholderrequest of a Holder or transferee of the Series 2022-1 Class A-1 Notes, the Series 20212022-A 1 Class A-1 Notes shall may be issued in the form of Uncertificated Notes. With respect to any Uncertificated Note, the Trustee shall provide to the beneficial owner promptly after registration of the Uncertificated Note in the Note Register by the Note Registrar a Confirmation of Registration, the form of which shall be set forth in Exhibit P D attached hereto. (ai) Except as otherwise expressly provided herein: (iA) Uncertificated Notes registered in the name of a Person shall be considered “held” by such Person for all purposes of this Series 2021-A Supplement; (iiB) with respect to any Uncertificated Note, (a) references herein to authentication and delivery of a Series 20212022-A 1 Class A-1 Note shall be deemed to refer to creation of an entry for such Series 20212022-A 1 Class A-1 Note in the Note Register and registration of such Series 20212022-A 1 Class A-1 Note in the name of the owner, (b) references herein to cancellation of a Series 20212022-A 1 Class A-1 Note shall be deemed to refer to deregistration of such Series 20212022-A 1 Class A-1 Note and (c) references herein to the date of authentication of a Series 20212022-A 1 Class A-1 Note shall refer to the date of registration of such Series 20212022-A 1 Class A-1 Note in the Note Register in the name of the owner thereof; (bii) references to execution of Series 20212022-A 1 Class A-1 Notes by HVF IIIthe Issuer, to surrender of the Series 20212022-A 1 Class A-1 Notes and to presentment of the Series 20212022-A 1 Class A-1 Notes shall be deemed not to refer to Uncertificated Notes; provided that the provisions of Section 9.1 (Transfers of Series 2021-A Notes) 4.3 relating to surrender of the Series 20212022-A 1 Class A-1 Notes shall apply equally to deregistration of Uncertificated Notes;; and (iii) for the avoidance of doubt, no Confirmation of Registration shall be required to be surrendered (x) in connection with a transfer of the related Uncertificated Note or (y) in connection with the final payment of the related Uncertificated Note. (iv) The Note Register shall be conclusive evidence of the ownership of an Uncertificated Note. (v) Each of the Series 2022-1 Class A-1 Notes in the form of a definitive note may also be exchanged in its entirety for an Uncertificated Note and, upon complete exchange thereof, such Series 2022-1 Class A-1 Notes shall be cancelled and deregistered by the Note Registrar. (vi) Each of the Uncertificated Notes may be exchanged in its entirety for a Series 2022-1 Class A-1 Note in the form of a definitive note and, upon complete exchange thereof, such Uncertificated Note shall be deregistered by the Note Registrar.

Appears in 1 contract

Samples: First Supplement to Series 2022 1 Supplement (Wingstop Inc.)

Uncertificated Notes. If requested by At the applicable Noteholderrequest of a Holder or transferee of the Series 2020-1 Class A-1 Notes, the Series 20212020-A 1 Class A-1 Notes shall may be issued in the form of Uncertificated Notes. With respect to any Uncertificated Note, the Trustee shall provide to the beneficial owner promptly after registration of the Uncertificated Note in the Note Register by the Note Registrar a Confirmation of Registration, the form of which shall be set forth in Exhibit P D attached hereto. (ai) Except as otherwise expressly provided herein: (iA) Uncertificated Notes registered in the name of a Person shall be considered “held” by such Person for all purposes of this Series 2021-A Supplement; (iiB) with respect to any Uncertificated Note, (a) references herein to authentication and delivery of a Series 20212020-A 1 Class A-1 Note shall be deemed to refer to creation of an entry for such Series 20212020-A 1 Class A-1 Note in the Note Register and registration of such Series 20212020-A 1 Class A-1 Note in the name of the owner, (b) references herein to cancellation of a Series 20212020-A 1 Class A-1 Note shall be deemed to refer to deregistration of such Series 20212020-A 1 Class A-1 Note and (c) references herein to the date of authentication of a Series 20212020-A 1 Class A-1 Note shall refer to the date of registration of such Series 20212020-A 1 Class A-1 Note in the Note Register in the name of the owner thereof; (bii) references to execution of Series 20212020-A 1 Class A-1 Notes by HVF IIIthe Issuer, to surrender of the Series 20212020-A 1 Class A-1 Notes and to presentment of the Series 20212020-A 1 Class A-1 Notes shall be deemed not to refer to Uncertificated Notes; provided that the provisions of Section 9.1 (Transfers of Series 2021-A Notes) 4.3 relating to surrender of the Series 20212020-A 1 Class A-1 Notes shall apply equally to deregistration of Uncertificated Notes;; and (iii) for the avoidance of doubt, no Confirmation of Registration shall be required to be surrendered (x) in connection with a transfer of the related Uncertificated Note or (y) in connection with the final payment of the related Uncertificated Note. (iv) The Note Register shall be conclusive evidence of the ownership of an Uncertificated Note. (v) Each of the Series 2020-1 Class A-1 Notes in the form of a definitive note may also be exchanged in its entirety for an Uncertificated Note and, upon complete exchange thereof, such Series 2020-1 Class A-1 Notes shall be cancelled and deregistered by the Note Registrar. (vi) Each of the Uncertificated Notes may be exchanged in its entirety for a Series 2020-1 Class A-1 Note in the form of a definitive note and, upon complete exchange thereof, such Uncertificated Note shall be deregistered by the Note Registrar.

Appears in 1 contract

Samples: Series Supplement (Wingstop Inc.)

Uncertificated Notes. If requested by At the applicable Noteholderrequest of a Holder or transferee of Series 2020-1 Class A-1 Notes, the Series 20212020-A 1 Class A-1 Notes shall may be issued in the form of Uncertificated Notes. With respect to any Uncertificated Note, the Trustee shall provide to the beneficial owner promptly after registration of the Uncertificated Note in the Note Register by the Registrar a Confirmation of Registration, the form of which shall be set forth in Exhibit P E hereto. (ai) Except as otherwise expressly provided herein: (iA) Uncertificated Notes registered in the name of a Person shall be considered “held” by such Person for all purposes of this Series 2021-A Supplement; (iiB) with respect to any Uncertificated Note, (a) references herein to authentication and delivery of a Series 2021-A Note shall be deemed to refer to creation of an entry for such Series 2021-A Note in the Note Register and registration of such Series 2021-A Note in the name of the owner, (b) references herein to cancellation of a Series 2021-A Note shall be deemed to refer to deregistration of such Series 2021-A Note and (c) references herein to the date of authentication of a Series 2021-A Note shall refer to the date of registration of such Series 2021-A Note in the Note Register in the name of the owner thereof; (bii) references to execution of Series 2021-A Notes by HVF IIIthe Issuer, to surrender of the Series 2021-A Notes and to presentment of the Series 2021-A Notes shall be deemed not to refer to Uncertificated Notes; provided that the provisions of Section 9.1 (Transfers of Series 2021-A Notes) 4.3 relating to surrender of the Series 2021-A Notes shall apply equally to deregistration of Uncertificated Notes;; and (iii) for the avoidance of doubt, no Confirmation of Registration shall be required to be surrendered (x) in connection with a transfer of the related Uncertificated Note or (y) in connection with the final payment of the related Uncertificated Note. (iv) The Note Register shall be conclusive evidence of the ownership of an Uncertificated Note. (v) Each of the Series 2020-1 Class A-1 Notes in the form of a definitive note may also be exchanged in its entirety for an Uncertificated Note and, upon complete exchange thereof, such Series 2020-1 Class A-1 Notes shall be cancelled and deregistered by the Registrar. (vi) Each of the Uncertificated Notes may be exchanged in its entirety for a Series 2020-1 Class A-1 Note in the form of a definitive note and, upon complete exchange thereof, such Uncertificated Note shall be deregistered by the Registrar and the Series 2020-1 Class A-1 Note (in the form of a definitive note) received in such exchange shall be registered in the Note Register by the Registrar.

Appears in 1 contract

Samples: Series Supplement (Wendy's Co)

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