Non-Affiliate Legend means a legend substantially in the form set forth in Exhibit B-3.
Non-Affiliate Legend means a legend substantially in the form set forth in Exhibit B-3. “Note Agent” means any Registrar, Paying Agent or Conversion Agent.
Non-Affiliate Legend has the meaning specified in the Form of Note attached hereto as Exhibit A.
Examples of Non-Affiliate Legend in a sentence
Each Note that is not an Affiliate Note will bear the Non-Affiliate Legend.
For the avoidance of doubt, such Non-Affiliate Legend shall be deemed to be removed when the Restricted Note Legend is removed or deemed to be removed.
Each Global Note will bear the Global Note Legend (or any similar legend, not inconsistent with this Indenture, required by the Depositary for such Global Note).(B) Non-Affiliate Legend.
By: Name: Title: U.S. BANK NATIONAL ASSOCIATION, AS TRUSTEE AND COLLATERAL AGENT By: Name: Title: [Signature Page to Indenture] EXHIBIT A FORM OF NOTE [Insert Global Note Legend, if applicable] [Insert Restricted Note Legend, if applicable] [Insert Non-Affiliate Legend] BRISTOW GROUP INC.
Each Note that is not an Accredited Investor Note will bear the Non-Affiliate Legend.
More Definitions of Non-Affiliate Legend
Non-Affiliate Legend means the legend identified as such in Exhibit A hereto.
Non-Affiliate Legend has the meaning specified in Section 2.02.
Non-Affiliate Legend means a legend substantially in the following form: NO AFFILIATE (AS DEFINED IN RULE 144 UNDER THE SECURITIES ACT) OF THE COMPANY OR THE ISSUER AND NO PERSON THAT HAS BEEN AN AFFILIATE (AS DEFINED IN RULE 144 UNDER THE SECURITIES ACT) OF THE COMPANY OR THE ISSUER DURING THE THREE IMMEDIATELY PRECEDING MONTHS MAY PURCHASE, OTHERWISE ACQUIRE OR OWN THIS SECURITY OR A BENEFICIAL INTEREST HEREIN.
Non-Affiliate Legend means a legend substantially in the form set forth in Exhibit B- 3. “Note Agent” means any Registrar, Paying Agent or Exchange Agent. “Notes” means the 6.125% Exchangeable Senior Notes due 2029 issued by the Company pursuant to this Indenture. “Observation Period” means, with respect to any Note to be Exchanged, (A) subject to clause (B) below, if the Exchange Date for such Note occurs before July 2, 2029, the forty (40) consecutive VWAP Trading Days beginning on, and including, the second (2nd) VWAP Trading Day immediately after such Exchange Date; (B) if such Exchange Date occurs during a Redemption Exchange Period, the forty (40) consecutive VWAP Trading Days beginning on, and including, the forty first (41st) Scheduled Trading Day immediately before such Redemption Date; and (C) subject to clause (B) above, if such Exchange Date occurs on or after July 2, 2029, the forty (40) consecutive VWAP Trading Days beginning on, and including, the forty first (41st) Scheduled Trading Day immediately before the Maturity Date. “Officer” means the Chief Executive Officer, the President, the Chief Financial Officer, the Chief Legal Officer, the Treasurer, the Executive Vice President or any officer with similar duties of the Company. “Officer’s Certificate” means a certificate that is signed on behalf of the Company by one (1) of its Officers and that meets the requirements of Section 12.03. “OID” means original issue discount within the meaning of Section 1273 of the Code. “OID Legend” means a legend substantially in the form set forth in Exhibit B-4.
Non-Affiliate Legend means a legend substantially in the form set forth in Exhibit B-3 “Non-Guarantor Subsidiary” means any Subsidiary of the Company that is not a Subsidiary Guarantor. “Note Agent” means any Registrar, Paying Agent or Conversion Agent. “Note Parties” means, collectively, the Company and each Subsidiary Guarantor. “Notes” has the meaning assigned to it in the preamble to this Indenture. The Initial Notes of a series and the Additional Notes of such series, if any, shall be treated as a single class for all purposes under this Indenture, and unless the context otherwise requires, all references to the Notes of a series shall include all Notes of such series. “Notes Documents” means this Indenture, the Notes, the Collateral Documents and the Intercreditor Agreement. “Obligations” means any principal, interest, fees, expenses (including any interest, fees, expenses and other amounts accruing subsequent to the filing of a petition in bankruptcy, reorganization or similar proceeding at the rate provided for in the documentation with respect thereto, whether or not such interest, fees, expenses and other amounts are allowed or allowable claims under applicable state, federal or foreign law), penalties, indemnifications, reimbursements (including, without limitation, reimbursement obligations with respect to letters of credit and bankers’ acceptances), damages and other liabilities payable under the documentation governing any Indebtedness. “Observation Period” means, with respect to any Note to be converted, (A) subject to clause (B) below, if the Conversion Date for such Note occurs on or before October 15, 2029, the forty (40) consecutive VWAP Trading Days beginning on, and including, the second (2nd) VWAP Trading Day immediately after such Conversion Date; (B) if such Conversion Date occurs on or after the date the Company has sent a Redemption Notice calling such Note for Redemption pursuant to Section 4.03(E) and before the Business Day immediately prior to the related Redemption Date, the forty (40) consecutive VWAP Trading Days beginning on, and including, the fortieth (40th) Scheduled Trading Day immediately before such Redemption Date; and (C) subject to clause (B) above, if such Conversion Date occurs after October 15, 2029, the forty (40) consecutive VWAP Trading Days beginning on, and including, the fortieth (40th) Scheduled Trading Day immediately before the Maturity Date. “Officer” means the Chairman of the Board of Directors, the Chief Executive Offic...
Non-Affiliate Legend means a legend substantially in the form set forth in Exhibit B-3. “Nonpayment Default” shall have the meaning specified in Section 11.02(A)(ii).
Non-Affiliate Legend means a legend substantially in the form set forth in Exhibit B-3. “Note Agent” means any authentication agent, Registrar, Paying Agent or Conversion Agent. “Notes” means the 0.750% Convertible Senior Notes due 2026 issued by the Company pursuant to this Indenture. “Observation Period” means, with respect to any Note to be converted, (A) if the Conversion Date for such Note occurs before August 1, 2025, the forty (40) consecutive VWAP Trading Days beginning on, and including, the third (3rd) VWAP Trading Day immediately after such Conversion Date; and (B), if such Conversion Date occurs on or after August 1, 2025, the forty (40) consecutive VWAP Trading Days beginning on, and including, the forty-first (41st) Scheduled Trading Day immediately before the Maturity Date. “Officer” means the Chairman of the Board of Directors, the Chief Executive Officer, the President, the Chief Operating Officer, the Chief Financial Officer, the Treasurer, any Assistant Treasurer, the Controller, the Secretary or any Vice-President of the Company. “Officer’s Certificate” means a certificate that is signed on behalf of the Company by one (1) of its Officers and that, unless otherwise expressly provided in this Indenture, meets the requirements of Section 11.03. “Open of Business” means 9:00 a.m., New York City time. “Opinion of Counsel” means an opinion, from legal counsel (including an employee of, or counsel to, the Company or any of its Subsidiaries) reasonably acceptable to the Trustee, that, unless otherwise expressly provided in this Indenture, meets the requirements of Section 11.03, subject to customary qualifications and exclusions. “Person” or “person” means any individual, corporation, partnership, limited liability company, joint venture, association, joint-stock company, trust, unincorporated organization or government or other agency or political subdivision thereof. Any division or series of a limited liability company, limited partnership or trust will constitute a separate “Person” under this Indenture. “Physical Note” means a Note (other than a Global Note) that is represented by a certificate substantially in the form set forth in Exhibit A, registered in the name of the Holder of such Note and duly executed by the Company and authenticated by the Trustee. “Place of Payment” means the office or agency of the Paying Agent established pursuant to Section 2.06(A) where Notes may be presented for payment, which office or agency, for the avoidance of doubt, must...