Restricted Physical Security definition

Restricted Physical Security means a Physical Security containing a Securities Act Legend.
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Restricted Physical Security means a Physical Security bearing the Private Placement Legend.
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Restricted Physical Security means any Restricted Security in permanent certificated form.
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Examples of Restricted Physical Security in a sentence

  • Any Physical Security issued upon exchange or transfer of an Unrestricted Physical Security that is issued to a Person that may be deemed to be an “underwriter” within the meaning of Section 1145 or an “affiliate” or a “control person” within the meaning of the Securities Act and any Physical Security issued upon exchange or transfer of a Restricted Physical Security may, in each case, bear the Transfer Restriction Legend and, in any event, shall be subject to all applicable restrictions on transfer.

  • Upon satisfaction of the requirements of this Section 3.5(e) with respect to the removal of the Transfer Restriction Legend, as appropriate, such Restricted Physical Security shall be exchanged for an Unrestricted Physical Security or such beneficial interest in a Restricted Global Security shall be exchanged for a beneficial interest in a corresponding Unrestricted Global Security, and the Trustee shall adjust the principal balances of the Global Securities pursuant to Section 3.5(h) hereof.

  • An Unrestricted Physical Security cannot be exchanged for, or transferred to a Person who takes delivery thereof in the form of, a Restricted Physical Security.

  • Any Unrestricted Physical Security issued in exchange for a Restricted Physical Security pursuant to this Section 2.12(c)(ii) shall not bear the Private Placement Legend.

  • Each Initial Global Security and, if applicable, each Restricted Physical Security shall bear the legend (the "Securities Act Legend") in substantially the following form: THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS EXCEPT AS SET FORTH IN THE FOLLOWING SENTENCE.

  • Notwithstanding the above, PHONES sold to Institutional Accredited Investors who are not Qualified Institutional Buyers shall be issued in certificated, fully registered form (a "Restricted Physical Security").

  • In connection with the Exchange of the Owner’s beneficial interest in a Restricted Global Security for a Restricted Physical Security with an equal principal amount, the Owner hereby certifies that the Restricted Physical Security is being acquired for the Owner’s own account without transfer.

  • In the event the City is in default under Section 7.1.2 and whether or not Grantee elects to terminate this Agreement, Grantee’s sole monetary remedy will be, within any limits set forth in this Agreement, the pro-rated amount of Grant Funds owing to Grantee through the date of termination, less any claims the City has against Grantee.

  • Unrestricted Physical Securities cannot be exchanged for or transferred to persons who take delivery thereof in the form of a Restricted Physical Security.

  • Each Restricted Global Security and each Restricted Physical Security shall bear the legend (the "Securities Act Legend") in substantially the following form: THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS, EXCEPT AS SET FORTH BELOW.


More Definitions of Restricted Physical Security

Restricted Physical Security means a Physical Security bearing the Private Placement Legend and guaranteed by the Guarantors.
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Restricted Physical Security means any Restricted U.S. Physical Security or any Restricted Offshore Physical Security.
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Related to Restricted Physical Security

  • Physical Security has the meaning specified in Section 303.

  • Restricted Note has the same meaning as “Restricted Security” set forth in Rule 144(a)(3) promulgated under the Securities Act; provided that the Trustee shall be entitled to request and conclusively rely upon an Opinion of Counsel with respect to whether any Note is a Restricted Note.

  • Physical Securities means permanent certificated Securities in registered form issued in denomination of $1,000 Principal Amount and integral multiples thereof.

  • Restricted Global Security As defined in Section 3.01(c).

  • Restricted Certificated Note means a Certificated Note bearing the Private Placement Legend.

  • Unrestricted Certificated Security means a Certificated Security that is not a Restricted Security.

  • Restricted Security has the meaning assigned to such term in Rule 144(a)(3) under the Securities Act; provided, however, that the Trustee shall be entitled to receive, at its request, and conclusively rely on an Opinion of Counsel with respect to whether any Note constitutes a Restricted Security.

  • Unrestricted Notes means one or more Notes that do not and are not required to bear the Restricted Notes Legend including, without limitation, the Exchange Notes and any Notes registered under the Securities Act pursuant to and in accordance with the Registration Rights Agreement.

  • Restricted Notes means Initial Notes and Additional Notes bearing one of the restrictive legends described in Section 2.1(d).

  • Transfer-Restricted Security means any Security that constitutes a “restricted security” (as defined in Rule 144); provided, however, that such Security will cease to be a Transfer-Restricted Security upon the earliest to occur of the following events:

  • Restricted Notes Legend means the legend set forth in Section 2.2(f)(i) herein.

  • Certificated Note means a Note in registered individual form without interest coupons.

  • Unrestricted Global Security means a Global Security that is not a Restricted Security.

  • Transfer Restricted Note means any Note that bears or is required to bear the Restricted Notes Legend.

  • Restricted Global Note means a Global Note bearing the Private Placement Legend.

  • Rule 144A Global Security has the meaning specified in Section 2.1(a) of Appendix A.

  • Transfer Restricted Notes means Definitive Notes and any other Notes that bear or are required to bear the Restricted Notes Legend.

  • Proposal Security means the proposal bond as described in Section 3.3 of Exhibit B to the ITP.

  • Offshore Physical Notes has the meaning provided in Section 2.01.

  • Restricted Global Certificate Has the meaning specified in Section 3.01(c).

  • Municipal security means a secu- rity that is a direct obligation of or issued by, or an obligation guaranteed as to principal or interest by, a State or any political subdivision thereof, or any agency or instrumentality of a State or any political subdivision thereof, or any municipal corporate in- strumentality of one or more States or political subdivisions thereof.

  • Regulation S Global Security The meaning specified in Section 3.01(c).

  • Regulation S Permanent Global Security means a permanent global Security in the form of Exhibit A hereto bearing the Global Security Legend and the Private Placement Legend and deposited with or on behalf of and registered in the name of the Depositary or its nominee, issued in a denomination equal to the outstanding principal amount of the Regulation S Temporary Global Security upon expiration of the Restricted Period.

  • U.S. Physical Notes has the meaning provided in Section 2.01.

  • Transfer Restricted Global Notes means Global Notes that bear or are required to bear or are subject to the Restricted Notes Legend.

  • Book-Entry Capital Security means a Capital Security, the ownership and transfers of which shall be made through book entries by a Clearing Agency as described in Section 5.11.