Regulation S Transfer Certificate definition
Examples of Regulation S Transfer Certificate in a sentence
Finally, a Holder of a Legended Certificated Note may transfer such Legended Certificated Note to a transferee that will hold a Legended Certificated Note subject to the transfer restrictions related to Regulation S if such Holder furnishes to the Company and the Trustee a Regulation S Transfer Certificate.
With respect to clause (B) of this Section 3.03(c)(iii), the holder transferring such beneficial interest will be deemed to have made the representations and warranties contained in the Regulation S Transfer Certificate attached as Exhibit E-2 hereto, and in the case of clause (A) such holder’s transferee will be deemed to have made the representations and warranties contained in the Investor Representation Letter attached as Exhibit E-3 hereto.
A Holder of a Legended Certificated Note may transfer such Legended Certificated Note to a Person taking delivery in respect of such transfer of a beneficial interest in a Regulation S Global Note if such Holder furnishes to the Company and to the Trustee a Regulation S Transfer Certificate.
A beneficial interest in a CTO Rule 144A Global Security may be transferred to a transferee that takes delivery in the form of a beneficial interest in a CTO Regulation S Global Security or CTO Temporary Regulation S Global Security only upon receipt by the Transfer Agent and Registrar of a Regulation S Transfer Certificate.
Interests in a Regulation S Global Note may be held only through Euroclear or Clearstream and may not be held by a U.S. Person at any time, provided, further, that the transferee or purchaser of such interest shall be deemed to have made all acknowledgements, representations and warranties applicable to such transfer or purchase of an interest in a Regulation S Global Note as set forth in the Regulation S Transfer Certificate.
With respect to clause (B) of this Section 3.03(e)(iii), the Certificateholder transferring such beneficial interest will be deemed to have made the representations and warranties contained in the Regulation S Transfer Certificate attached as Exhibit E-2 hereto, and such Certificateholder’s transferee will be deemed to have made the representations and warranties contained in the Investor Representation Letter attached as Exhibit E-3 hereto.