Common use of Form of Securities Clause in Contracts

Form of Securities. The Securities of each Series shall be in substantially the forms as shall be specified in, or pursuant to, the Authorizing Resolutions and/or in the indenture supplemental hereto (if any) relating to such Series, with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Indenture or the said Authorizing Resolutions and/or supplemental indenture (if any). The definitive Securities of each Series shall be printed, lithographed or engraved or produced by any combination of these methods on steel engraved borders or may be produced in any other manner permitted by the rules of any securities exchange on which the Securities and the Guarantees may be listed, or, if they shall not be listed on any securities exchange, in any other manner consistent herewith, all as shall be determined by the officers executing such Securities and the Guarantees, as evidenced by their execution of such Securities and the Guarantees. The Securities and the Guarantees may have notations, legends or endorsements required by law, stock exchange rule or usage. The Company shall approve the form of the Securities and the Guarantees and the Guarantors shall approve the form of the Guarantees and, in each case, any notation, legend or endorsement on them. The terms and provisions contained in the Securities and the Guarantees in such forms as specified in the Authorizing Resolutions and/or supplemental indenture (if any) relating thereto, shall constitute, and are hereby expressly made, a part of this Indenture.

Form of Securities. The Securities of each Series shall be substantially in substantially the forms as form of Exhibit A hereto. Definitive Securities shall be specified intyped, or pursuant to, the Authorizing Resolutions and/or in the indenture supplemental hereto (if any) relating to such Series, with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Indenture or the said Authorizing Resolutions and/or supplemental indenture (if any). The definitive Securities of each Series shall be printed, lithographed or engraved or produced by any combination of these methods on steel engraved borders or may be produced in any other manner permitted by the rules of any securities exchange on which the Securities and the Guarantees may be listed, or, if they shall not be listed on any securities exchange, in any other manner consistent herewithmanner, all as shall be determined by the officers of the Company executing such Securities and the GuaranteesSecurities, as conclusively evidenced by their execution of such Securities and the GuaranteesSecurities. The Securities shall be issued in registered form only. Principal of and the Guarantees may have notationspremium, legends or endorsements required by lawif any, stock exchange rule or usage. The Company shall approve the form of and interest on the Securities issued in registered form will be payable, the transfer of such Securities will be registrable and the Guarantees and the Guarantors shall approve the form of the Guarantees and, in each case, any notation, legend or endorsement on them. The such Securities will be exchangeable for Securities bearing identical terms and provisions contained at the office or agency of the Trustee in Wilmington, Delaware; provided, however, that payment of interest on an Interest Payment Date may be made at the option of the Company by check mailed to the Holder entitled thereto at such address as shall appear in the Security Register or by wire transfer to an account appropriately designated by the Holder entitled thereto, while payments due at Stated Maturity or earlier redemption will be made by the Company in same-day funds against presentation and surrender of the related Securities. Notwithstanding the foregoing, so long as the Holder of any Securities is the Institutional Trustee, the payment of the principal of, premium, if any, and the Guarantees in such forms as specified in the Authorizing Resolutions and/or supplemental indenture interest (including Compound Interest and Additional Tax Sums, if any) relating thereto, shall constitute, on such Securities held by the Institutional Trustee will be made by the Company in same-day funds at such place and are hereby expressly made, a part of this Indentureto such account as may be designated by the Institutional Trustee.

Form of Securities. The Each series of Securities of each Series shall be is issuable in fully registered form without coupons in substantially the forms as shall be specified in, or pursuant to, the Authorizing Resolutions and/or of Exhibit A (in the indenture supplemental hereto case of Series A Notes) and Exhibit B (if anyin the case of Series B Notes) relating to such Series, with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Indenture or the said Authorizing Resolutions and/or supplemental indenture (if any)hereto. The definitive Securities of each Series shall be printed, lithographed or engraved or produced by any combination of these methods on steel engraved borders or may be produced in any other manner permitted by the rules of any securities exchange on which the Securities and the Guarantees may be listed, or, if they shall not be listed on any securities exchange, in any other manner consistent herewithmanner, all as shall be determined by the officers executing such Securities and the GuaranteesSecurities, as evidenced by their execution of such Securities and the GuaranteesSecurities. The Securities and the Guarantees may have notations, legends or endorsements required by law, stock exchange rule or usage. The Company shall approve the form of the Securities and the Guarantees and the Guarantors shall approve the form of the Guarantees and, are not issuable in each case, any notation, legend or endorsement on thembearer form. The terms and provisions contained in the Securities and the Guarantees in such forms as specified in the Authorizing Resolutions and/or supplemental indenture (if any) relating thereto, applicable form of Security shall constitute, and are hereby expressly made, a part of this Indenture and the Company, the Subsidiary Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby; provided, however, that to the extent any provision of any Security conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. Each Series of Securities may have such letters, numbers or other marks of identification and such notations, legends and endorsements as the officers executing the same may approve (execution thereof to be conclusive evidence of such approval) and as are not inconsistent with the provisions of this Indenture, or as may be required to comply with any law or with any rule or regulation made pursuant thereto or with any rule or regulation of any securities exchange or automated quotation system on which such series of Securities may be listed or designated for issuance, or to conform to usage.

Form of Securities. The Securities of each Series series and the coupons, if any, to be attached thereto shall be in substantially the forms form attached hereto as Exhibit A-1 and Exhibit A-2 or otherwise in such form as shall be specified in, established by or pursuant toto a Board Resolution or in one or more indentures supplemental hereto, the Authorizing Resolutions and/or in the indenture supplemental hereto (if any) relating to such Series, each case with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Indenture and may have such letters, numbers or the said Authorizing Resolutions and/or supplemental indenture (if any). The definitive Securities other marks of each Series shall be printed, lithographed identification and such legends or engraved or produced by any combination of these methods on steel engraved borders or endorsements placed thereon as may be produced in any other manner permitted by required to comply with the rules of any securities exchange on which the Securities and the Guarantees may be listedor Depository therefor or as may, or, if they shall not be listed on any securities exchange, in any other manner consistent consistently herewith, all as shall be determined by the officers executing such Securities and coupons, if any, as evidenced by their execution of the GuaranteesSecurities and coupons, if any. If temporary Securities of any series are issued as permitted by Section 3.1, the form thereof also shall be established as provided in the preceding sentence. If the forms of Securities and coupons, if any, of any series are established by, or by action taken pursuant to, a Board Resolution, a copy of the Board Resolution together with an appropriate record of any such action taken pursuant thereto, including a copy of the approved form of Securities or coupons, if any, shall be certified by the Secretary or an Assistant Secretary of the Company and delivered to the Trustee at or prior to the delivery of the Company Order contemplated by Section 3.3 for the authentication and delivery of such Securities. Unless otherwise specified as contemplated by Section 3.1, Bearer Securities shall have interest coupons attached. The definitive Securities and coupons, if any, shall be printed, lithographed or engraved on steel engraved boarders or may be produced in any other manner, all as determined by the officers executing such Securities and coupons, if any, as evidenced by their execution of such Securities and the Guarantees. The Securities and the Guarantees may have notationscoupons, legends or endorsements required by law, stock exchange rule or usage. The Company shall approve the form of the Securities and the Guarantees and the Guarantors shall approve the form of the Guarantees and, in each case, any notation, legend or endorsement on them. The terms and provisions contained in the Securities and the Guarantees in such forms as specified in the Authorizing Resolutions and/or supplemental indenture (if any) relating thereto, shall constitute, and are hereby expressly made, a part of this Indenture.

Form of Securities. The Securities of each Series and the certificate of authentication thereon shall be in substantially the forms set forth in Exhibit A or in such other forms as shall be specified in, or pursuant to, the Authorizing Resolutions Resolution and/or in the indenture supplemental hereto (if any) relating to such Series, with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Indenture or the said Authorizing Resolutions Resolution and/or supplemental indenture (if any). The definitive Securities of each Series shall be printed, lithographed or engraved or produced by any combination of these methods on steel engraved borders or may be produced in any other manner permitted by the rules of any securities exchange on which the Securities and the Guarantees may be listed, or, if they shall not be listed on any securities exchange, in any other manner consistent herewith, all as shall be determined by the officers executing such Securities and the GuaranteesSecurities, as evidenced by their execution of such Securities and the GuaranteesSecurities. The Securities and the Guarantees may have notations, legends or endorsements required by law, stock exchange rule or usage. The Company shall approve the form of the Securities and the Guarantees and the Guarantors shall approve the form of the Guarantees and, in each case, any notation, legend or endorsement on them. The terms and provisions contained in the Securities and the Guarantees in Securities, annexed hereto as Exhibit A or such other forms as specified in the Authorizing Resolutions Resolution and/or supplemental indenture (if any) relating thereto, shall constitute, and are hereby expressly made, a part of this Indenture.

Form of Securities. The Securities of each Series and the certificate of authentication thereon shall be in substantially the forms set forth in Exhibit A or in such other forms as shall be specified in, or pursuant to, the Authorizing Resolutions Resolution and/or in the indenture supplemental hereto (if any) relating to such Series, with such appropriate insertions, omissions, substitutions and other variations varia- tions as are required or permitted by this Indenture or the said Authorizing Resolutions Resolution and/or supplemental indenture (if any). The definitive Securities of each Series shall be printed, lithographed or engraved or produced by any combination of these methods on steel engraved borders or may be produced in any other manner permitted by the rules of any securities exchange on which the Securities and the Guarantees may be listed, or, if they shall not be listed on any securities exchange, in any other manner consistent herewithhere- with, all as shall be determined by the officers executing such Securities and the GuaranteesSecurities, as evidenced by their execution of such Securities and the GuaranteesSecurities. The Securities and the Guarantees may have notationsnota- tions, legends or endorsements required by law, stock exchange rule or usage. The Company shall approve the form of the Securities and the Guarantees and the Guarantors shall approve the form of the Guarantees and, in each case, any notation, legend or endorsement on them. The terms and provisions contained in the Securities and the Guarantees in Securities, annexed hereto as Ex- hibit A or such other forms as specified in the Authorizing Resolutions Resolution and/or supplemental indenture (if any) relating thereto, shall constitute, and are hereby expressly made, a part of this Indenture.

Form of Securities. (a) The Securities of each Series shall be series are issuable in substantially fully registered form, without coupons, in denominations of $1,000 and integral multiples of $1,000 above that amount, with applicable legends as are provided for in Section 2.3 and in the forms form which is contained in Exhibit A hereto (each a "PHYSICAL SECURITY" and, collectively, the "PHYSICAL SECURITY" and, if such a Physical Security is issued in the name of the Depositary, each a "GLOBAL SECURITY" and, collectively, the "GLOBAL SECURITIES") or as shall be specified in, established by or pursuant toto one or more Board Resolutions (as set forth in a Board Resolution or, to the Authorizing Resolutions and/or extent established pursuant to rather than set forth in the indenture a Board Resolution, an Officers' Certificate detailing such establishment) or in one or more indentures supplemental hereto (if any) relating to such Serieshereto, in each case with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Indenture and may have imprinted or otherwise reproduced thereon such legend or legends or endorsements, not inconsistent with the said Authorizing Resolutions and/or supplemental indenture (if any). The definitive Securities provisions of each Series shall be printedthis Indenture, lithographed or engraved or produced by any combination of these methods on steel engraved borders or as may be produced in required to comply with any other manner permitted by the law or with any rules or regulations pursuant thereto, or with any rules of any securities exchange on which the Securities and the Guarantees may be listed, or, if they shall not be listed on any securities exchange, in any other manner consistent herewithor to conform to general usage, all as shall may be determined by the officers Officers executing such Securities and the GuaranteesSecurity, as evidenced by their execution of such Securities and the GuaranteesSecurity. The Securities and the Guarantees may have notations, legends or endorsements required by law, stock exchange rule or usage. The Company shall approve the form of the Securities and the Guarantees and the Guarantors shall approve the form of the Guarantees and, are not issuable in each case, any notation, legend or endorsement on thembearer form. The terms and provisions contained in the Securities and the Guarantees in such forms as specified in the Authorizing Resolutions and/or supplemental indenture (if any) relating thereto, form of Security shall constitute, and are hereby expressly made, a part of this Indenture and to the extent applicable, the Company, and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. The Securities of each series shall be numbered, lettered or otherwise distinguished in such manner or in accordance with such plan as the Officers of the Company executing the same may determine. (b) By acceptance of a Restricted Security, each Holder, or beneficial owner thereof, represents and agrees for the benefit of the Company and America West that (1) it is (A) a Qualified Institutional Buyer within the meaning of Rule 144A, or (B) an "accredited investor" as defined in Rule 501(a) under the Securities Act and is holding this Security for investment purposes and not for distribution in violation of the Securities Act, (2) acknowledges that such Restricted Security, and the shares of Common Stock issuable upon conversion of such Restricted Security, have not been registered under the Securities Act or under any state securities laws, and (3) agrees that the Restricted Security must be held indefinitely unless subsequently registered under the Securities Act or unless an exemption from the registration requirements of the Securities Act is available. (c) If Securities are issued upon the transfer, exchange or replacement of Restricted Securities, or if a request is made to remove the Restricted Security Legend from a Restricted Security, such Security so issued shall bear the Restricted Security Legend, or the Restricted Security Legend shall not be removed, as the case may be, and such Security shall be a Restricted Security unless there is delivered to the Company and the Registrar such satisfactory evidence, which shall include a written opinion from counsel of the Holder requesting such transfer, exchange or replacement or the removal of the Restricted Security Legend, as the case may be, as may be reasonably required by the Company and the Registrar, that neither such legend nor the restrictions on transfer set forth therein are required to ensure that transfers thereof comply with the provisions of the Securities Act. Upon (i) provision of such satisfactory evidence, or (ii) notification by the Company to the Trustee and Registrar of the sale of such Security pursuant to a registration statement that is effective under the Securities Act at the time of such sale, the Trustee, at the written direction of the Company, shall authenticate and deliver a Security that does not bear the Restricted Security Legend. If the Restricted Security Legend is removed from the face of a Security and such Security is subsequently held by an Affiliate of the Company, the Company shall (a) inform the Trustee of such transfer, and (b) cause such Affiliate to deliver such Security to the Trustee for reinsertion of the Restricted Security Legend.

Form of Securities. The Initial Securities, the Subsidiary Guarantees endorsed thereon and the Trustee's certificate of authentication thereon shall be substantially in the form of Exhibit 1 to Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. The Exchange Securities, the Subsidiary Guarantees endorsed thereon and the Trustee's certificate of authentication thereon shall be substantially in the form of such Exhibit 1 except that the Assignment Form contained in Exhibit 2 to Appendix A, which is hereby incorporated in and expressly made a part of this Indenture, shall take the place of the Assignment Form appearing in Exhibit 1. The Securities of each Series shall be in substantially the forms as shall be specified in, or pursuant to, the Authorizing Resolutions and/or in the indenture supplemental hereto (if any) relating to such Series, with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Indenture or the said Authorizing Resolutions and/or supplemental indenture (if any). The definitive Securities of each Series shall be printed, typewritten, lithographed or engraved or produced by any combination of these methods on steel engraved borders or may be produced in any other manner permitted by the rules of any securities exchange on which the Securities and the Guarantees may be listed, or, if they shall not be listed on any securities exchange, in any other manner consistent herewiththose methods, all as shall be determined by the officers of the Issuers executing such Securities and the GuaranteesSecurities, as evidenced by their execution of such Securities and the Guaranteesthereof. The Securities and the Guarantees may have notations, legends or endorsements (including notations relating to the Subsidiary Guarantees) required by law, stock exchange rule rule, agreement to which the Company or usage. The Company shall approve the form of the Securities and the Guarantees and the Guarantors shall approve the form of the Guarantees andFinance Corp. is subject, in each caseif any, or usage (provided that any such notation, legend or endorsement on themis in a form acceptable to the Issuers). Each Security shall be dated the date of its authentication. The terms and provisions contained in of the Securities set forth in Exhibits 1 and 2 of Appendix A are part of the Guarantees in such forms as specified in the Authorizing Resolutions and/or supplemental indenture (if any) relating thereto, shall constitute, and are hereby expressly made, a part terms of this Indenture.