Form of Notes Book Entry Provisions Title. (a) Temporary Global Note; Permanent Global Note. Notes of a Tranche to be issued in bearer form if permitted by applicable Argentine law and regulations, and sold in transactions outside the United States in reliance on Regulation S ("Regulation S") under the Securities Act shall initially be issued in the form of a temporary global Note in bearer form, without interest coupons, substantially in the form of Exhibit B hereto (a "Temporary Global Note"), which shall be deposited on behalf of the subscribers for the Notes represented thereby with a common depositary (the "Common Depositary") for Cedel and Euroclear, duly executed by the Issuer and authenticated by or on behalf of the Trustee in the manner set forth in Section 5 hereof for credit on the Issue Date to the accounts as they may direct. Interests in a Temporary Global Note will be exchangeable, in whole or in part, for interests in a permanent global Note in bearer form without interest coupons, representing Notes of the same Series, substantially in the form of Exhibit C hereto (a "Permanent Global Note"), after the date 40 days after the completion of the distribution (as determined by the Issuer (based solely on information certified by the relevant Dealers)) of all Notes of the Tranche of which such Notes are a part issued prior to such determination, upon certification of non-US beneficial ownership, in accordance with the provisions of such Temporary Global Note and this Indenture. Interests in a Permanent Global Note will be exchangeable for definitive Bearer Notes in accordance with the provisions of such Permanent Global Note and this Indenture (including Section 8(a) hereof). Notwithstanding the foregoing, Bearer Notes with a maturity of not more than 365 days may initially be represented by one or more Permanent Global Notes.
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Sources: Indenture (Banco Rio De La Plata)
Form of Notes Book Entry Provisions Title. (a) Temporary Regulation S Global Note; Permanent Unrestricted Global Note. Notes of a Tranche to be issued in bearer form if permitted by applicable Argentine law and regulations, and sold in transactions outside the United States in reliance on Regulation S ("Regulation S") under as provided in the Securities Act Program Agreement shall initially be issued in the form of a temporary permanent global Note in bearer form, fully registered form without interest couponscoupons (the “Regulation S Global Note”), substantially in the form of Exhibit B hereto (a "Temporary Global Note")A hereto, with such legends as may be applicable thereto, which global Note and the applicable Pricing Supplement shall be deposited on or prior to the Issue Date of the relevant Tranche of such Series on behalf of the subscribers for the Notes represented thereby with a common depositary (the "Common Depositary") Co-Registrar, as custodian for Cedel DTC, and Euroclearregistered in the name of Cede as DTC’s nominee, such global Note to be duly executed by the Issuer and authenticated by or on behalf of the Trustee Co-Registrar in the manner set forth in Section 5 4 hereof for credit on the Issue Date of such Tranche to the accounts of the relevant Dealers at Euroclear and Cedel Bank or such other accounts as they may direct. Interests in a Temporary Global Note will Until and including the 40th day (or such other time period as may be exchangeablerequired under Regulation S, in whole or in part, for interests in a permanent global Note in bearer form without interest coupons, representing Notes of the same Series, substantially in the form of Exhibit C hereto (a "Permanent Global Note"), after the date 40 days as amended from time to time) after the completion of the distribution (as determined by the Issuer (based solely on information certified by the relevant Dealers)) of all Notes of the Tranche of which such Notes are a part issued prior to such determinationdetermination and notified by the Issuer to the Co-Registrar and each of Euroclear, upon certification Cedel Bank and DTC (the “Restricted Period”), interests in such global Note may only be held by the agent members of non-US beneficial ownershipEuroclear and/or Cedel Bank. Until such time as the Restricted Period shall have terminated, in accordance with such global Note shall be referred to herein as the provisions “Regulation S Global Note”. After such time as the Restricted Period shall have terminated, such global Note may, from time to time, be referred to herein as the “Unrestricted Global Note”. The aggregate principal amount of such Temporary the Regulation S Global Note and this Indenture. Interests in a Permanent the Unrestricted Global Note will may from time to time be exchangeable increased or reduced by adjustments made on the records of the Co-Registrar, as custodian for definitive Bearer Notes in accordance with DTC, or DTC or its nominee, as the provisions of such Permanent Global Note and this Indenture (including Section 8(a) hereof). Notwithstanding the foregoingcase may be, Bearer Notes with a maturity of not more than 365 days may initially be represented by one or more Permanent Global Notesas hereinafter provided.
Appears in 1 contract
Sources: Fiscal Agency Agreement (Telefonica of Argentina Inc)