Rule 144A Series definition

Rule 144A Series means an offering (i) within the United States to qualified institutional buyers (as defined in Rule 144A under the Securities Act ("Rule 144A")) that are also qualified purchasers as defined in Section 2(a)(51) of the U.S. Investment Company Act of 1940 in reliance on the exemption from registration provided by Rule 144A and (ii) to certain non-U.S. persons in offshore transactions in reliance on Regulation S;
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Rule 144A Series means a Series consisting, in whole or in part, of Rule 144A Notes; “Same Day Funds” has the meaning ascribed thereto in the Facility Agreement; “Securities Act” means the U.S. Securities Act of 1933, as amended;
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Rule 144A Series means a Series of Covered Bonds all or any Tranche of which will be or have been offered or sold in the United States pursuant to Rule 144A;
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Examples of Rule 144A Series in a sentence

  • The Loan is a Fixed Rate Loan and the Notes comprise a Rule 144A Series.

  • Notwithstanding any other provision in this Agreement to the contrary, the provisions of this Section 5 shall additionally apply to offers and sales of any Rule 144A Series and/or IAI Series provided that the indemnification provisions contained in Sections 3.03(a), 3.04, 3.05 and 3.06 will not apply and will be replaced with the provisions of Section 5.11 and that the certificates referenced in Section 2.03(i) will not apply and will be replaced with the certificates referenced in Section 5.06(d).

  • Each Series will be evidenced by (i) in respect of a Rule 144A Series, a Rule 144A Global Note, in fully registered form, without interest coupons, deposited with (a) Deutsche Bank Trust Company Americas as custodian for, and registered in the name of Cede & Co. as nominee of, DTC, or (b) Deutsche Bank AG, London Branch as common depositary for, and registered in the name of BT Globenet Nominees Ltd.

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More Definitions of Rule 144A Series

Rule 144A Series means a series of Securities issued hereunder the terms of which, as established pursuant to Section 3.01, or pursuant to a supplemental indenture in accordance with Article X, specifically provide that such series shall be a “Rule 144A Series.”
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Related to Rule 144A Series

  • Rule 144A Notes means all Notes offered and sold to QIBs in reliance on Rule 144A.

  • Rule 144A Securities means all Initial Securities offered and sold to QIBs in reliance on Rule 144A.

  • Rule 144A Global Notes has the meaning set forth in Section 2.16.

  • 144A Notes means the Class E Notes and any Note retained by the Depositor or an Affiliate thereof on the Closing Date.

  • Rule 144A Global Certificates As defined in Section 5.02(c)(ii) of this Agreement.

  • Rule 144A Global Certificate With respect to any Class of Book-Entry Certificates, a single global Certificate, or multiple global Certificates collectively, registered in the name of the Depository or its nominee, in definitive, fully registered form without interest coupons, each of which Certificates bears a Qualified Institutional Buyer CUSIP number and does not bear a Regulation S Legend.

  • Rule 144A Global Note has the meaning assigned to it in Section 2.1(d).

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

  • Rule 144A means Rule 144A promulgated under the Securities Act.

  • Rule 144A Certificates The Junior Subordinate Certificates.

  • Rule 144A Certificate means (i) a certificate substantially in the form of Exhibit F hereto or (ii) a written certification addressed to the Company and the Trustee to the effect that the Person making such certification (x) is acquiring such Note (or beneficial interest) for its own account or one or more accounts with respect to which it exercises sole investment discretion and that it and each such account is a qualified institutional buyer within the meaning of Rule 144A, (y) is aware that the transfer to it or exchange, as applicable, is being made in reliance upon the exemption from the provisions of Section 5 of the Securities Act provided by Rule 144A, and (z) acknowledges that it has received such information regarding the Company as it has requested pursuant to Rule 144A(d)(4) or has determined not to request such information.

  • Rule 144A Global Covered Bond means a Registered Global Covered Bond representing Covered Bonds sold in the United States to QIBs in reliance on Rule 144A;

  • Rule 144A Letter As defined in Section 5.02(b).

  • Regulation S Global Certificates As defined in Section 5.02(c)(i) of this Agreement.

  • 144A Global Note means a Global Note substantially in the form of Exhibit A hereto bearing the Global Note Legend and the Private Placement Legend and deposited with or on behalf of, and registered in the name of, the Depositary or its nominee that will be issued in a denomination equal to the outstanding principal amount of the Notes sold in reliance on Rule 144A.

  • Regulation S Global Certificate With respect to any Class of Book-Entry Non-Registered Certificates offered and sold outside of the United States in reliance on Regulation S, a single global Certificate, or multiple global Certificates collectively, in definitive, fully registered form without interest coupon, each of which Certificates bears a Regulation S Legend.

  • Regulation S Global Securities Appendix A

  • Regulation S Global Notes has the meaning set forth in Section 2.16.

  • 144A Global Security means a permanent Global Security in the form of the Security attached hereto as Exhibit A-1, and that is deposited with and registered in the name of the Depositary, representing Securities sold in reliance on Rule 144A under the Securities Act.

  • Regulation S Securities means all Initial Securities offered and sold outside the United States in reliance on Regulation S.

  • Class C Notes has the meaning assigned to such term in the Indenture.

  • Series C Notes is defined in Section 1.

  • Class D Notes has the meaning assigned to such term in the Indenture.

  • Regulation S Global Note means a Regulation S Temporary Global Note or Regulation S Permanent Global Note, as appropriate.

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