Offshore Transaction. Any “offshore transaction” as defined in Rule 902(h) of Regulation S.
Offshore Transaction means “offshore transaction” as that term is defined in Regulation S;
Offshore Transaction. UNITED STATES" AND "U.S. PERSON" HAVE THE MEANINGS GIVEN TO THEM BY REGULATION S UNDER THE SECURITIES ACT. THE PASS THROUGH TRUST AGREEMENT CONTAINS A PROVISION REQUIRING THE TRUSTEE TO REFUSE TO REGISTER ANY TRANSFER OF THIS CERTIFICATE IN VIOLATION OF THE FOREGOING RESTRICTIONS. Each Global Certificate shall bear the following legend on the face thereof: UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION ("DTC"), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IN EXCHANGE FOR THIS CERTIFICATE IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT HEREON IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN. TRANSFERS OF THIS GLOBAL CERTIFICATE SHALL BE LIMITED TO TRANSFERS IN WHOLE, BUT NOT IN PART, TO NOMINEES OF DTC OR TO A SUCCESSOR THEREOF OR SUCH SUCCESSOR'S NOMINEE AND TRANSFERS OF PORTIONS OF THIS GLOBAL CERTIFICATE SHALL BE LIMITED TO TRANSFERS MADE IN ACCORDANCE WITH THE RESTRICTIONS SET FORTH IN SECTIONS 3.05 AND 3.06 OF THE PASS THROUGH TRUST AGREEMENT REFERRED TO HEREIN.
Examples of Offshore Transaction in a sentence
Any Purchase Money Note, if sold or transferred to a Person that (i) is not a U.S. Person and is acquiring the Purchase Money Notes in an Offshore Transaction (as such term is defined in Regulation S) in compliance with Rule 903 or Rule 904 of Regulation S and (ii) is a Qualified Purchaser purchasing for its own account or for the account of a Qualified Purchaser, will only be issued in the form of a Certificated Note (each, a “Regulation S Certificated Note”).
More Definitions of Offshore Transaction
Offshore Transaction. The meaning specified in Regulation S.
Offshore Transaction. UNITED STATES" AND "U.S. PERSON" HAVE THE MEANINGS GIVEN TO THEM BY RULE 902 OF REGULATION S UNDER THE SECURITIES ACT. THE INDENTURE CONTAINS A PROVISION REQUIRING THE TRUSTEE TO REFUSE TO REGISTER ANY TRANSFER OF THIS NOTE IN VIOLATION OF THE FOREGOING RESTRICTIONS."
Offshore Transaction means an offer and sale of securities in which:
Offshore Transaction. UNITED STATES" AND "U.S. PERSON" HAVE THE MEANINGS GIVEN TO THEM BY REGULATION S UNDER THE SECURITIES ACT. THE PASS THROUGH TRUST AGREEMENT CONTAINS A PROVISION REQUIRING THE TRUSTEE TO REFUSE TO REGISTER ANY TRANSFER OF THIS CERTIFICATE IN VIOLATION OF THE FOREGOING RESTRICTIONS.
Offshore Transaction. UNITED STATES" AND "U.S. PERSON" HAVE THE MEANINGS GIVEN TO THEM BY RULE 902 OF REGULATION S UNDER THE SECURITIES ACT. THE WARRANT AGREEMENT CONTAINS A PROVISION REQUIRING THE WARRANT AGENT TO REFUSE TO REGISTER ANY TRANSFER OF THIS SECURITY IN VIOLATION OF THE FOREGOING RESTRICTIONS. EXERCISABLE AFTER THE DATE OF ISSUANCE AND ON OR BEFORE JUNE 15, 2005 Warrant No.: CUSIP No.: No. of Warrants: ______ Warrant Certificate Epic Warrant Co. This Warrant Certificate certifies that _______________, or registered assigns, is the registered holder of ____ Warrants expiring June 15, 2005 (the "Warrant") to purchase shares of common stock, no par value (the "Common Stock"), of Epic Warrant Co., a Delaware corporation (the "Company"). Each Warrant initially entitles the holder upon exercise to receive from the Company on or after July 9, 1998 and on or before 5:00 p.m. New York City Time on June 15, 2005, one fully paid and nonassessable share of Common Stock (each a "Warrant Share") at the initial exercise price (the "Exercise Price") of $.01 payable in lawful money of the United States of America upon surrender of this Warrant Certificate and payment of the Exercise Price at the office or agency of the Warrant Agent, but only subject to the conditions set forth herein and in the Warrant Agreement referred to on the reverse hereof. The Exercise Price and number of Warrant Shares issuable upon exercise of the Warrants are subject to adjustment upon the occurrence of certain events set forth in the Warrant Agreement. The Warrants may not be exercised after 5:00 p.m., New York City Time, on June 15, 2005, and to the extent not exercised by such time the Warrant, shall become void. This Warrant Certificate shall not be valid unless countersigned by the Warrant Agent, as such term is used in the Warrant Agreement. This Warrant Certificate shall be governed and construed in accordance with the internal laws of the State of New York.
Offshore Transaction means “offshore transaction” as defined in Regulation S; “Regulation D” means Regulation D as promulgated under the U.S. Securities Act; “Regulation M” means Regulation M as promulgated under the U.S. Securities Act; “Regulation S” means Regulation S as promulgated under the U.S. Securities Act; “SEC” means U.S. Securities and Exchange Commission;
Offshore Transaction has the meaning set forth in Regulation S.