Common use of Obligations with Respect to Transfers and Exchanges of Securities Clause in Contracts

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay a sum sufficient to cover any transfer tax assessments or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.5). (iii) The Company (and the Registrar) shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) 15 days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in part. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or the Registrar may deem and treat the person in whose name a Security is registered as the owner of such Security for the purpose of receiving payment of principal of, premium, if any, and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 3 contracts

Sources: Indenture (Prospect Medical Holdings Inc), Indenture (Cellu Tissue - CityForest LLC), Indenture (Cellu Tissue Holdings, Inc.)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, AK Steel shall execute and the Trustee shall authenticate Definitive certificated Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company AK Steel may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.23.7, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.54.17 and 9.5 of this Indenture). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any certificated Security selected for redemption in whole or in part pursuant to Article 3 of this Indenture, except the unredeemed portion of any certificated Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the CompanyAK Steel, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the CompanyAK Steel, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 3 contracts

Sources: Indenture (Ak Steel Holding Corp), Indenture (Ak Steel Holding Corp), Indenture (Ak Steel Holding Corp)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate authenticate, Definitive Securities and Global Securities at the Registrar’s 's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 8.5 or 9.512.3 of the Indenture). (iii) The Company (and the Registrar) shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) 15 days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in part. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or the Registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. (viv) Any Definitive Security delivered The Company shall not be required to make and the Registrar need not register transfers or exchanges of Securities selected for redemption (except, in exchange the case of Securities to be redeemed in part, the portion thereof not to be redeemed) or any Securities for an interest in a Global Security pursuant period of 15 days before the mailing of a notice of redemption of Securities to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d)be redeemed. (viv) All Securities issued upon any transfer or exchange pursuant to the terms of this Supplemental Indenture shall evidence the same debt Debt and shall be entitled to the same benefits under this the Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 3 contracts

Sources: Supplemental Indenture (Office Depot Inc), Supplemental Indenture (Kellogg Co), Supplemental Indenture (Office Depot Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company Issuer shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company Issuer may require the Holder to pay a sum sufficient to cover any transfer tax assessments or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.103.9, 5.8 or 9.5). (iii) The Company Issuer (and the Registrar) shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) of 15 days before the mailing a selection of a notice of an offer Securities to repurchase or redeem Securities and ending at the close of business on the day of such mailing be redeemed or (2) beginning 15 days before an interest payment date and ending on such interest payment date or (B) called selected for redemption, except the unredeemed portion of any Security being redeemed in part. (iv) Prior to the due presentation for registration of transfer of any Security, the CompanyIssuer, any Subsidiary Guarantor, the Trustee, the Paying Agent or the Registrar may deem and treat the person in whose name a Security is registered as the owner of such Security for the purpose of receiving payment of principal of, premium, if any, and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the CompanyIssuer, any Subsidiary Guarantor, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d)Restricted Securities Legend. (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 3 contracts

Sources: Indenture (ANTERO RESOURCES Corp), Indenture (ANTERO RESOURCES Corp), Indenture (ANTERO RESOURCES Corp)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments taxes or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.24.6, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 4.8 or 9.59.5 or pursuant to paragraph 5 of the Securities). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of any Security (A) any Definitive Security selected for redemption in whole or in part pursuant to Article III, except the unredeemed portion of any Definitive Security being redeemed in part or (B) any Security for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 3 contracts

Sources: Indenture (MBW Foods Inc), Indenture (Windy Hill Pet Food Co Inc), Indenture (Doane Pet Care Enterprises Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate certificated Securities, Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.53.06 and 9.05). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any certificated or Definitive Security selected for redemption in whole or in part pursuant to Article 3 of this Indenture, except the unredeemed portion of any certificated or Definitive Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 2 contracts

Sources: Indenture (Louis Dreyfus Natural Gas Corp), Indenture (Seacor Smit Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company Issuers shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall shall, upon receipt of an Issuer Order, authenticate Definitive Securities and Global Securities at the Registrar’s request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company Issuers may require the Holder to pay a sum sufficient to cover any transfer tax assessments or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.103.9, 5.8 or 9.5). (iii) The Company Issuers (and the Registrar) shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) of 15 days before the mailing a selection of a notice of an offer Securities to repurchase or redeem Securities and ending at the close of business on the day of such mailing be redeemed or (2) beginning 15 days before an interest payment date and ending on such interest payment date or (B) called selected for redemption, except the unredeemed portion of any Security being redeemed in part. (iv) Prior to the due presentation for registration of transfer of any Security, the CompanyIssuers, any Subsidiary Guarantor, the Trustee, the Paying Agent or the Registrar may deem and treat the person in whose name a Security is registered as the owner of such Security for the purpose of receiving payment of principal of, premium, if any, and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the CompanyIssuers, any Subsidiary Guarantor, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 2 contracts

Sources: Indenture (Alta Mesa Holdings, LP), Indenture (Alta Mesa Energy LLC)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company Issuers shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company Issuers may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.23.8, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 3.10 or 9.5). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (i) any Securities selected for redemption (except in the case of Securities to be redeemed in part, the portion of the Security not to be redeemed) or (Aii) any Securities for a period beginning (1) 15 days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the CompanyIssuers, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the CompanyIssuers, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f2.1(e) shall, except as otherwise provided by Section 2.6(d2.6(c), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 2 contracts

Sources: Indenture (Plains Resources Inc), Indenture (Plains Exploration & Production Co L P)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article ARTICLE II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.2SECTIONS 3.7, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 3.9 or 9.5). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) 15 days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(fSECTION 2.1(D) shall, except as otherwise provided by Section 2.6(dSECTION 2.6(C), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(dSECTION 2.1(C). (vi) All Securities issued upon any registration of transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such registration of transfer or exchange.

Appears in 2 contracts

Sources: Indenture (Bertuccis of White Marsh Inc), Indenture (Ne Restaurant Co Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, Issuer shall execute and the Trustee shall shall, upon receipt of an Officer’s Certificate, authenticate Definitive Physical Securities and Global Securities at the Registrar’s request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company Issuer may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.5)therewith. (iii) The Company (and the Registrar) Registrar shall not be required to register the transfer of or exchange of (a) any Security selected for redemption in whole or in part pursuant to Article Three, except the unredeemed portion of any Security being redeemed in part, or (Ab) any Security for a period beginning (1) 15 days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest Interest Payment Date (whether or not an Interest Payment Date or other date determined for the payment date of interest), and ending on such interest payment mailing date or (B) called for redemptionInterest Payment Date, except as the unredeemed portion of any Security being redeemed in partcase may be. (iv) Prior to the due presentation for registration of transfer of any Security, the CompanyIssuer, the Trustee, the Paying Agent or the Registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the CompanyIssuer, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 2 contracts

Sources: Indenture (Keystone Automotive Operations Inc), Indenture (Keystone Automotive Operations Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.23.06, 2.64.06, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.54.09 and 9.05 of the Indenture). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any Definitive Security selected for redemption in whole or in part pursuant to Article 3 of this Indenture, except the unredeemed portion of any Definitive Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 2 contracts

Sources: Indenture (Amis Holdings Inc), Indenture (Monterey Carpets Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, execute execute, and the Trustee shall authenticate authenticate, Definitive Securities and Global Securities at the Registrar’s request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay a sum sufficient to cover any transfer tax assessments tax, assessment, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 this Section 2.6 or Section 9.5). (iii) The Company (and the Registrar) shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) 15 days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or the Registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f2.1(e) shall, except as otherwise provided by Section 2.6(d2.6(c), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 2 contracts

Sources: Indenture (J.M. Tull Metals Company, Inc.), Indenture (Ryerson Tull Inc /De/)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate certificated Securities, Definitive Securities and any Global Securities Security at the Registrar’s 's or co-Registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax tax, assessments or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments assessment or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.22.9, 2.63.7, 2.10, 2.12, 3.5, 3.10, 5.8 4.15 or 9.59.5 of the Indenture). (iii) The Company (and the Registrar) Registrar or co-Registrar shall not be required to register the transfer of or exchange of any certificated or Definitive Security tendered for repurchase in whole or in part pursuant to an Offer to Purchase (A) for a period beginning (1) 15 days before as defined in Appendix I to the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemptionIndenture), except the unredeemed portion of any certificated or Definitive Security being redeemed repurchased in partpart and except to the Company. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent Agent, the Registrar or the any co-Registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) or, interest on on, or Special Interest, if any, with respect to, such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, overdue and none of the Company, the Trustee, the Paying Agent Agent, the Register or the any co-Registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this the Indenture shall evidence the same debt and shall be entitled to the same benefits under this the Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 2 contracts

Sources: Indenture (Trans World Airlines Inc /New/), Indenture (Trans World Airlines Inc /New/)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay a sum sufficient to cover any transfer tax assessments or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections Section 2.2, 2.6, 2.10, 2.12, 3.5, 3.103.9, 5.8 or 9.5). (iii) The Company (and the Registrar) shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) of 15 days before the mailing of a giving any notice of an offer to repurchase or redeem redemption of Securities and ending at the close of business on the day of such mailing or (2) beginning 15 days before an interest payment date and ending on such interest payment date or (B) called selected for redemption, except the unredeemed portion of any Security being redeemed in part. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, any Subsidiary Guarantor, the Trustee, the Paying Agent or the Registrar may deem and treat the person in whose name a Security is registered as the owner of such Security for the purpose of receiving payment of principal of, premium, if any, and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, any Subsidiary Guarantor, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d)Restricted Securities Legend. (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 2 contracts

Sources: Indenture (CONSOL Energy Inc), Indenture (CONSOL Energy Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate certificated Securities, Definitive Securities and Global Securities at the Registrar’s or co-registrar’s request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.53.06 and 9.05). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any certificated or Definitive Security selected for redemption in whole or in part pursuant to Article 3 of this Indenture, except the unredeemed portion of any certificated or Definitive Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 2 contracts

Sources: Indenture (Dominion Resources Inc /Va/), Indenture (Consolidated Natural Gas Co/Va)

Obligations with Respect to Transfers and Exchanges of Securities. (i1) To permit registrations of transfers and exchanges, the Company Issuers shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s request. (ii2) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company Issuers may require the Holder to pay a sum sufficient to cover any transfer tax assessments or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.52.18, 3.10, 5.8 7.8 or 9.5). (iii3) The Company Issuers (and the Registrar) shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) 15 days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date Interest Payment Date and ending on such interest payment date Interest Payment Date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in part. (iv4) Prior to the due presentation for registration of transfer of any Security, the CompanyIssuers, the Trustee, the Paying Agent or the Registrar may deem and treat the person Person in whose name a Security is registered as the owner of such Security for the purpose of receiving payment of principal of, premium, if any, and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the CompanyIssuers, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. (v5) Any Definitive Security delivered issued in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d2.6(c), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi6) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 2 contracts

Sources: Indenture (FriendFinder Networks Inc.), Indenture (FriendFinder Networks Inc.)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate Definitive certificated Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.23.06, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.54.09 and 9.05 of the Indenture). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any certificated Security selected for redemption in whole or in part pursuant to Article 3 of this Indenture, except the unredeemed portion of any certificated Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 2 contracts

Sources: Indenture (Aqua Chem Inc), Indenture (Aqua Chem Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company Issuer shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company Issuer may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.23.3, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 3.4 or 9.5). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) 15 days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the CompanyIssuer, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the CompanyIssuer, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f2.1(d) shall, except as otherwise provided by Section 2.6(d2.6(c), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d2.1(c). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 2 contracts

Sources: Indenture (Hanover Compressor Co /), Indenture (Hanover Compressor Co /)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate Definitive certificated Securities and Global Securities at the Registrar’s 's or any co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.123.06, 3.54.16, 3.10, 5.8 or 9.54.17 and Section 9.06 of this Indenture). (iii) The Company (and the Registrar) Registrar or any co-registrar shall not be required to register the transfer of or exchange of (a) any certificated Security selected for redemption in whole or in part pursuant to Article III of this Indenture, except the unredeemed portion of any certificated Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partInterest Payment Date. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 2 contracts

Sources: Indenture (Terex Corp), Indenture (Terex Corp)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate Definitive certificated Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) . No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.25.11, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.58.05 and 10.06 of the Indenture). (iiiii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any certificated Security selected for redemption in whole or in part pursuant to Article X of this Indenture, except the unredeemed portion of any certificated Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iviii) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (viiv) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 2 contracts

Sources: Indenture (R&b Falcon Corp), Indenture (R&b Falcon Corp)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.24.6, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 4.8 or 9.59.5 or pursuant to paragraph 5 of the Securities). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of any Security (A) any Definitive Security selected for redemption in whole or in part pursuant to Article III, except the unredeemed portion of any Definitive Security being redeemed in part or (B) any Security for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f2.1(d) shall, except as otherwise provided by Section 2.6(d2.6(c), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d2.1(c). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 2 contracts

Sources: Indenture (Aurora Foods Inc /Md/), Indenture (Aurora Foods Inc /De/)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company Issuer shall, subject to the other terms and conditions of this Article IITwo, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company Issuer may require the Holder to pay a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.5Section 9.06). (iii) The Company Issuer (and the Registrar) shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) 15 days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or mailing, (2) 15 days before an interest payment date and ending on such interest payment date selected for redemption in whole or (B) called for redemptionin part pursuant to Article Three, except the unredeemed portion of any Security being redeemed in part, and (3) during a Change of Control Offer, an Alternate Offer or an Asset Sale Offer if such Security is tendered pursuant to such Change of Control Offer, Alternate Offer or Asset Sale Offer and not withdrawn. (iv) Prior to the due presentation for registration of transfer of any Security, the CompanyIssuer, the Trustee, the Paying Agent or the Registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the CompanyIssuer, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f2.01(e) shall, except as otherwise provided by Section 2.6(d2.06(c), bear the applicable legend regarding transfer restrictions applicable to the Definitive Global Security set forth in Section 2.1(d2.01(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (UGS PLM Solutions Asia/Pacific INC)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.2SECTIONS 3.6, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 3.8 OR 9.5). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) 15 days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(fsection 2.1(d) shall, except as otherwise provided by Section 2.6(dSECTION 2.6(c), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(dSECTION 2.1(c). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Georgia Gulf Corp /De/)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s or co-registrar’s request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.23.7, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 3.9 or 9.5). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of any Security (A) selected for redemption or for a period beginning (1) 15 days before the mailing a selection of a notice of an offer Securities to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partbe redeemed. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f2.1(e) shall, except as otherwise provided by Section 2.6(d2.6(c), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Ship Finance International LTD)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate Definitive certificated Securities and Global Securities at the Registrar’s 's or any co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.123.06, 3.53.09, 3.10, 5.8 or 9.54.15 and Section 9.05 of this Indenture). (iii) The Company (and the Registrar) Registrar or any co-registrar shall not be required to register the transfer of or exchange of (a) any certificated Security selected for redemption in whole or in part pursuant to Article III of this Indenture, except the unredeemed portion of any certificated Security being redeemed in part, (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing Securities, or (2c) 15 days before an interest payment any security between a record date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partnext succeeding Interest Payment Date. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Microclock Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate Definitive certificated Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.23.06, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.54.09 and 9.05 of the Indenture). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange (a) any Definitive Security selected for redemption in whole or in part pursuant to Article 3 of this Indenture, except the unredeemed portion of any Definitive Security being redeemed in part, or (Ab) any Security for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Enodis PLC)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate Definitive certificated Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.23.06, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.54.09 and 9.05 of the Indenture). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any Definitive Security selected for redemption in whole or in part pursuant to Article 3 of this Indenture, except the unredeemed portion of any Definitive Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Denbury Resources Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments taxes or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.24.6, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 4.8 or 9.59.5 or pursuant to paragraph 5 of the Securities). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any Definitive Security selected for redemption in whole or in part pursuant to Article III, except the unredeemed portion of any Definitive Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the 39 33 same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Viasystems Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article ARTICLE II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.2SECTIONS 3.7, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 3.9 or 9.5). (iii) The Company (and the Registrar) Registrar shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) 15 days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or the Registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(fSECTION 2.1(e) shall, except as otherwise provided by Section 2.6(dSECTION 2.6(c), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section SECTION 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Montgomery Open Mri LLC)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company or the Trustee may require the payment by a Holder to pay of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge taxes and fees payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges taxes and fees payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.5transfer). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) 15 days before the mailing selection of a notice of an offer Securities to repurchase be repurchased or redeem Securities redeemed and ending at the close of business on the day of such mailing selection (except, in the case of Securities to be redeemed in part, the portion of the Security not to be redeemed) or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f2.1(e) shall, except as otherwise provided by Section 2.6(d2.6(c), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any registration of transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such registration of transfer or exchange.

Appears in 1 contract

Sources: Indenture (Res Care Inc /Ky/)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company Issuer shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s or co-registrar’s request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company Issuer may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.23.7, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 3.9 or 9.5). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (i) any Securities selected for redemption (except in the case of Securities to be redeemed in part, the portion of the Security not to be redeemed) or (Aii) any Securities for a period beginning (1) 15 days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the CompanyIssuer, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premiumof and interest and Additional Interest, if any, and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the CompanyIssuer, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f2.1(e) shall, except as otherwise provided by Section 2.6(d2.6(c), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Nuevo Permian Inc.)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s or co-registrar’s request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company or the Trustee may require the payment by a Holder to pay of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge taxes and fees payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges taxes and fees payable upon exchange or transfer pursuant to Sections 2.23.8, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 3.10 or 9.5). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) 15 days before the mailing selection of a notice of an offer Securities to repurchase be repurchased or redeem Securities redeemed and ending at the close of business on the day of such mailing selection (except, in the case of Securities to be redeemed in part, the portion of the Security not to be redeemed) or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f2.1(e) shall, except as otherwise provided by Section 2.6(d2.6(c), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any registration of transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such registration of transfer or exchange.

Appears in 1 contract

Sources: Indenture (Delta Petroleum Corp/Co)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s or co-registrar’s request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company or the Trustee may require the payment by a Holder to pay of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge taxes and fees payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges taxes and fees payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.5transfer). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) 15 days before the mailing selection of a notice of an offer Securities to repurchase be repurchased or redeem Securities redeemed and ending at the close of business on the day of such mailing selection (except, in the case of Securities to be redeemed in part, the portion of the Security not to be redeemed) or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f2.1(e) shall, except as otherwise provided by Section 2.6(d2.6(c), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any registration of transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such registration of transfer or exchange.

Appears in 1 contract

Sources: Indenture (Clayton Williams Energy Inc /De)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shalland Finance Corp. shall execute and, subject to the other terms and conditions of this Article IIupon Company Order, execute and the Trustee shall authenticate Definitive certificated Securities, Physical Securities and Global Securities at the Registrar’s requestSecurities. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company or the Trustee may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge and any other expenses, including the fees and expenses of the Trustee, payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.53.5 and 10.14). (iii) The Company (and the Registrar) Security Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any Physical Security selected for redemption in whole or in part pursuant to Article 3 of the Indenture, except the unredeemed portion of any Physical Security being redeemed in part, or (Ab) any Physical Security for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partSecurities. (iv) Prior to the due presentation for registration of transfer of any Security, the CompanyIssuers, the Trustee, the Paying Agent Agent, the Security Registrar or the Registrar any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal ofof and interest, premium, if any, and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest Liquidated Damages, if any, on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, Finance Corp., the Trustee, the Paying Agent Agent, the Security Registrar or the Registrar any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Egan Hub Partners Lp)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, Issuers shall execute and the Trustee shall authenticate certificated Securities, Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company Issuers may require the Holder to pay payment of a sum sufficient to cover any transfer tax tax, assessments or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.23.06, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.54.10 and 9.05 of the Indenture). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any certificated or Definitive Security selected for redemption in whole or in part pursuant to Article 3 of this Indenture, except the unredeemed portion of any certificated or Definitive Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the CompanyIssuers, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the CompanyIssuers, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.. 105 11

Appears in 1 contract

Sources: Indenture (Globalstar Capital Corp)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate certificated Securities, Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.23.06, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.5)4.10 and 9.05. (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any certificated or Definitive Security selected for redemption in whole or in part pursuant to Article 3 of this Indenture, except the unredeemed portion of any certificated or Definitive Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Radio One Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions requirements of this Article IIAppendix, the Company shall execute and the Trustee shall authenticate Definitive certificated Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.23.06, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.54.09 and 9.05). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any certificated Security selected for redemption in whole or in part pursuant to Article 3 of this Indenture, except the unredeemed portion of any certificated Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (J H Heafner Co Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company Issuer shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company Issuer may require the Holder to pay a sum sufficient to cover any transfer tax assessments or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.103.9, 5.8 or 9.5). (iii) The Company Issuer (and the Registrar) shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) of 15 days before the mailing a selection of a notice of an offer Securities to repurchase or redeem Securities and ending at the close of business on the day of such mailing be redeemed or (2) beginning 15 days before an interest payment date and ending on such interest payment date or (B) called selected for redemption, except the unredeemed portion of any Security being redeemed in part. (iv) Prior to the due presentation for registration of transfer of any Security, the CompanyIssuer, any Guarantor, the Trustee, the Paying Agent or the Registrar may deem and treat the person in whose name a Security is registered as the owner of such Security for the purpose of receiving payment of principal of, premium, if any, and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the CompanyIssuer, any Guarantor, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Lone Pine Resources Inc.)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate Definitive certificated Securities and Global Securities at the Registrar’s 's or any co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.23.6, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 4.9 and Section 9.5). (iii) The Company (and the Registrar) Registrar or any co-registrar shall not be required to register the transfer of or exchange of (a) any certificated Security selected for redemption in whole or in part pursuant to Article III of this Indenture, except the unredeemed portion of any certificated Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, Principal of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Prestolite Electric Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company Issuers shall, subject to the other terms and conditions of this Article II, execute execute, and the Trustee shall authenticate shall, upon receipt by Trustee of the Issuers’ Order, authenticate, Definitive Securities and Global Securities at the Registrar’s request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company Issuers may require the Holder to pay a sum sufficient to cover any transfer tax assessments tax, assessment or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or Section 9.5). (iii) The Company Issuers (and the Registrar) shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) 15 days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing mailing. The Issuers (and the Registrar) shall not be required to register the transfer of or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion exchange of any Security being redeemed in partselected for redemption. (iv) Prior to the due presentation for registration of transfer of any Security, the CompanyIssuers, the Trustee, the Paying Agent or the Registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the CompanyIssuers, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Mirant Corp)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, execute execute, and the Trustee shall authenticate authenticate, Definitive Securities and Global Securities at the Registrar’s or co-registrar’s request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the from a Holder to pay payment of a sum sufficient to cover any transfer tax tax, assessments or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or Section 9.5). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required (A) to issue, to register the transfer of or to exchange of any Security (A) for during a period beginning (1) at the opening of 15 days before the mailing day of a notice any selection of an offer to repurchase or redeem Securities for redemption and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date and ending on such interest payment date or selection, (B) called to register the transfer of or to exchange any Security so selected for redemptionredemption in whole or in part, except the unredeemed portion of any Security being redeemed in part, or (C) to register the transfer of or to exchange a Security between a record date and the next succeeding interest payment date. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f2.1(d) shall, except as otherwise provided by Section 2.6(d2.6(c), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d2.1(c). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Stanley Works)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.23.06, 2.64.06, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.54.09 and 9.05 of the Indenture). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any Definitive Security selected for redemption in whole or in part pursuant to Article 3 of the Indenture, except the unredeemed portion of any Definitive Security being redeemed in part or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Winfred Berg Licensco Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate Definitive certificated Securities and Global Securities at the Registrar’s 's or any co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company or the Trustee may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.2, 2.62.06, 2.10, 2.123.06, 3.54.16, 3.10, 5.8 or 9.54.17 and Section 9.06 of this Indenture). (iii) The Company (and the Registrar) Registrar or any co-registrar shall not be required to register the transfer of or exchange of (a) any certificated Security selected for redemption in whole or in part pursuant to Article III of this Indenture, except the unredeemed portion of any certificated Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partInterest Payment Date. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such registration of transfer or exchange.

Appears in 1 contract

Sources: Indenture (Amida Industries Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.23.06, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.54.09 and 9.05 of the Indenture). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any Definitive Security selected for redemption in whole or in part pursuant to Article 3 of this Indenture, except the unredeemed portion of any Definitive Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (International Wire Group Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i1) To permit registrations of transfers and exchanges, the Company Issuers shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s request. (ii2) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company Issuers or the Trustee may require the Holder to pay a sum sufficient to cover any transfer tax assessments or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections Section 2.2, Section 2.6, 2.10Section 2.7, 2.12Section 2.9, 3.5Section 2.15, 3.10, 5.8 Section 6.8 or 9.5Section 8.5). (iii3) The Company Issuers (and the Registrar) shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) 15 days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date Interest Payment Date and ending on such interest payment date Interest Payment Date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in part. (iv4) Prior to the due presentation for registration of transfer of any Security, the CompanyIssuers, the Trustee, the Paying Agent or the Registrar may deem and treat the person Person in whose name a Security is registered as the owner of such Security for the purpose of receiving payment of principal of, premium, if any, and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the CompanyIssuers, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi5) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (FRNK Technology Group)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company Company, Registrar or co-registrar may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments taxes or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.24.6, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 4.8 or 9.59.5 or pursuant to paragraph 5 of the Securities). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any Definitive Security selected for redemption in whole or in part pursuant to Article III, except the unredeemed portion of any Definitive Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange. (vi) The Trustee shall have no responsibility or obligation to any beneficial owner of a Global Security, a member of, or a participant in, the Depository or other Person with respect to the accuracy of the records of the Depository or its nominee or of any participant or member thereof, with respect to any ownership interest in the Securities or with respect to the delivery to any participant, member, beneficial owner or other Person (other than the Depository) of any notice (including any notice of redemption) or the payment of any amount or delivery of any Securities (or other security or property) under or with respect to such Securities. All notices and communications to be given to the Holders and all payments to be made to Holders in respect of the Securities shall be given or made only to or upon the order of the registered Holders (which shall be the Depository or its nominee in the case of a Global Security). The rights of beneficial owners in any Global Security shall be exercised only through the Depository subject to the applicable rules and procedures of the Depository. The Trustee may rely and shall be fully protected in relying upon information furnished the Depository with respect to its members, participants and any beneficial owners. (vii) The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Security (including any transfers between or among Depository participants, members or beneficial owners in any Global Security other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by, the terms of this Indenture, and to examine the same to determine substantial compliance as to form with the express requirements hereof.

Appears in 1 contract

Sources: Indenture (Fisher Scientific International Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate Definitive Securities and Global certificated Securities at the Registrar’s 's or any co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.123.06, 3.54.16, 3.10, 5.8 or 9.54.17 and Section 9.06 of this Indenture). (iii) The Company (and the Registrar) Registrar or any co-registrar shall not be required to register the transfer of or exchange of (a) any certificated Security selected for redemption in whole or in part pursuant to Article Three of this Indenture, except the unredeemed portion of any certificated Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partInterest Payment Date. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Wellman North America Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article ARTICLE II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's or co- registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.5)transfer. (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) 15 days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(fSECTION 2.1(d) herein shall, except as otherwise provided by Section 2.6(d)SECTION 2.6(c) herein, bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d)SECTION 2.1(c) herein. (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (International Truck & Engine Corp)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.22.09, 2.63.06, 2.104.06, 2.12, 3.5, 3.10, 5.8 4.10 or 9.59.05 of the Indenture). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any Definitive Security selected for redemption in whole or in part pursuant to Article 3 of this Indenture, except the unredeemed portion of any Definitive Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Wolverine Tube Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company Issuer shall, subject to the other terms and conditions of this Article IISection 2, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company Issuer may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 3.6 or 9.5). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) 15 days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the CompanyIssuer, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the CompanyIssuer, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f2.1(d) shall, except as otherwise provided by Section 2.6(d2.6(c), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d2.1(c). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Usani LLC)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 3.6 or 9.5). (iii) The Company (and the Registrar) Registrar shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) 15 days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or the Registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f2.1(e) shall, except as otherwise provided by Section 2.6(d2.6(c), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Birchwood Manor Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments taxes or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.24.6, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 4.8 or 9.59.5 or pursuant to paragraph 5 of the Securities). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any Definitive Security selected for redemption in whole or in part pursuant to Article III, except the unredeemed portion of any Definitive Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Wire Harness Industries Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate Definitive certificated Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.23.06, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.54.09 and 9.05)., (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any certificated Security selected for redemption in whole or in part pursuant to Article 3 of this Indenture, except the unredeemed portion of any certificated Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Fairchild Semiconductor International Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, Issuers shall execute and the Trustee shall authenticate certificated Securities, Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company Issuers may require the Holder to pay payment of a sum sufficient to cover any transfer tax tax, assessments or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.23.06, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.54.10 and 9.05 of the Indenture). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any certificated or Definitive Security selected for redemption in whole or in part pursuant to Article 3 of this Indenture, except the unredeemed portion of any certificated or Definitive Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the CompanyIssuers, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the CompanyIssuers, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Globalstar Telecommunications LTD)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate certificated Securities, Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.23.06, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.54.12 and 9.05). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any certificated or Definitive Security selected for redemption in whole or in part pursuant to Article 3 of this Indenture, except the unredeemed portion of any certificated or Definitive Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Guarantors, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Guarantors, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Navigator Gas Iom I-E LTD)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay a sum sufficient to cover any transfer tax assessments or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.5). (iii) The Company (and the Registrar) shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) 15 days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in part. (iv) Prior to the due presentation Upon surrender for registration of transfer of any SecuritySecond Priority Security at an office or agency of the Company designated for such purpose, and subject to the other provisions of this Section 2.6, the CompanyCompany shall execute, and the Trustee shall authenticate and deliver, in the name of the designated transferee or transferees, one or more new Second Priority Securities of any authorized denominations and of a like aggregate principal amount. At the option of the Second Priority Holder, and subject to the other provisions of this Section 2.6, Second Priority Securities may be exchanged for other Second Priority Securities of any authorized denominations and of a like aggregate principal amount, upon surrender of the Second Priority Securities to be exchanged at such office or agency. Whenever any Second Priority Securities are so surrendered for exchange, and subject to the other provisions of this Section 2.6, the TrusteeCompany shall execute, and the Trustee shall authenticate and deliver, the Paying Agent or Second Priority Securities which the Registrar may deem and treat Second Priority Holder making the person in whose name a Security exchange is registered as the owner entitled to receive. All Second Priority Securities issued upon any registration of such Security for the purpose of receiving payment of principal of, premium, if any, and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none Second Priority Securities shall be the valid obligations of the Company, evidencing the Trusteesame debt, the Paying Agent or the Registrar shall be affected by notice and subject to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms other provisions of this Indenture shall evidence the same debt and shall be Section 2.6, entitled to the same benefits under this Indenture Indenture, as the Second Priority Securities surrendered upon such registration of transfer or exchange. Every Second Priority Security presented or surrendered for registration of transfer or for exchange shall (if so required by the Company or the Trustee) be duly endorsed, or be accompanied by a written instrument of transfer in form satisfactory to the Company and the Registrar duly executed, by the Second Priority Holder thereof or his attorney duly authorized in writing. No service charge shall be made for any registration of transfer or exchange of Second Priority Securities, but the Company may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any registration of transfer or exchange of Second Priority Securities, other than exchanges pursuant to Sections 2.2 (fourth paragraph), 2.10, 3.4, 4.1 or 7.5.

Appears in 1 contract

Sources: Indenture (Satelites Mexicanos Sa De Cv)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate Definitive certificated Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.23.06, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.5)4.10 and 9.05. (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any certificated Security selected for redemption in whole or in part pursuant to Article 3 of this Indenture, except the unredeemed portion of any certificated Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (American Pacific Corp)

Obligations with Respect to Transfers and Exchanges of Securities. (i1) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii2) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.24.10, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 4.13 or 9.59.5 or pursuant to paragraph 5 of the Securities). (iii3) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of any Security (A) any Definitive Security selected for redemption in whole or in part pursuant to Article III, except the unredeemed portion of any Definitive Security being redeemed in part or (B) any Security for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv4) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v5) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f2.1(d) shall, except as otherwise provided by Section 2.6(d2.6(c), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d2.1(c). (vi6) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Continental Resources Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Article 4 or Sections 2.22.09, 2.63.06, 2.10, 2.12, 3.5, 3.10, 5.8 5.06 or 9.510.05 of the Indenture). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any Definitive Security selected for redemption in whole or in part pursuant to Article 3 of the Indenture, except the unredeemed portion of any Definitive Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this the Indenture shall evidence the same debt and shall be entitled to the same benefits under this the Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Phillips Van Heusen Corp /De/)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company Issuer shall, subject to the other terms and conditions of this Article ARTICLE II, execute execute, and the Trustee shall authenticate authenticate, Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company Issuer may require the from a Holder to pay payment of a sum sufficient to cover any transfer tax tax, assessments or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.5SECTION 2.5). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required (A) to issue, to register the transfer of or to exchange of any Security (A) for during a period beginning (1) at the opening of 15 days before the mailing day of a notice any selection of an offer to repurchase or redeem Securities for redemption and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date and ending on such interest payment date or selection, (B) called to register the transfer of or to exchange any Security so selected for redemptionredemption in whole or in part, except the unredeemed portion of any Security being redeemed in part, or (C) to register the transfer of or to exchange a Security between a record date and the next succeeding interest payment date. (iv) Prior to the due presentation for registration of transfer of any Security, the CompanyIssuer, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the CompanyIssuer, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(fSECTION 2.1(D) shall, except as otherwise provided by Section 2.6(dSECTION 2.5(C), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(dSECTION 2.1(C). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Citizens Communications Co)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate Definitive certificated Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax tax, assessments or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.23.06, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.54.09 and 9.05 of the Indenture). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any certificated Security selected for redemption in whole or in part pursuant to Article 3 of this Indenture, except the unredeemed portion of any certificated Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Subsidiary Guarantors, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Subsidiary Guarantors, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Bremen Bearings Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.23.06, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.54.08 and 9.05). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any Definitive Security selected for redemption in whole or in part pursuant to Article 3, except the unredeemed portion of any Definitive Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Exchange Indenture (Benedek Communications Corp)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay a sum sufficient to cover any transfer tax assessments or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.5). (iii) The Company (and the Registrar) shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) 15 days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in part. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or the Registrar may deem and treat the person in whose name a Security is registered as the owner of such Security for the purpose of receiving payment of principal of, premium, if any, and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d2.6(c), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Coastal Paper CO)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.102.9, 2.122.11, 3.5, 3.10, 5.8 or 9.5). (iii) The Company (and the Registrar) shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) 15 days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in part. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or the Registrar may deem and treat the person in whose name a Security is registered as the owner of such Security for the purpose of receiving payment of principal of, premium, if any, and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f2.1(e) shall, except as otherwise provided by Section 2.6(d2.6(c), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Imco Recycling Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.23.06, 2.64.06, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.54.08 and 9.05 of the Indenture). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any Definitive Security selected for redemption in whole or in part pursuant to Article 3 of this Indenture, except the unredeemed portion of any Definitive Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration registra tion of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Pathmark Stores Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate Definitive certificated Securities, definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax tax, assessments or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.53.06 and 9.04). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any certificated Security selected for redemption in whole or in part pursuant to Article III of this Indenture, except the unredeemed portion of any certificated Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the 14 same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Winstar Communications Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the from a Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 Section 3.6 or Section 9.5). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) 15 days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f2.1(d) shall, except as otherwise provided by Section 2.6(d2.6(c), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d2.1(c). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Manor Care Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company Issuers shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company Issuers may require the Holder to pay a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 2.6 or 9.5). (iii) The Company Issuers (and the Registrar) shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) 15 days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the CompanyIssuers, the Trustee, the Paying Agent or the Registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the CompanyIssuers, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f2.1(e) shall, except as otherwise provided by Section 2.6(d2.6(c), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Gerdau Usa Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate Definitive certificated Securities and Global Securities at the Registrar’s 's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.23.06, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.54.09 and 9.05 of the Indenture). (iii) The Company (and the Registrar) Registrar shall not be required to register the transfer of or exchange (a) any Definitive Security selected for redemption in whole or in part pursuant to Article 3 of this Indenture, except the unredeemed portion of any Definitive Security being redeemed in part, or (Ab) any Security for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Hyster Overseas Capital Corp LLC)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 2.6 or 9.5). (iii) The Company (and the Registrar) shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) 15 days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or the Registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f2.1(e) shall, except as otherwise provided by Section 2.6(d2.6(c), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (VI Acquisition Corp)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company Issuers shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company Issuers may require the Holder to pay a sum sufficient to cover any transfer tax assessments or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.5). (iii) The Company Issuers (and the Registrar) shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) 15 days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in part. (iv) Prior to the due presentation for registration of transfer of any Security, the CompanyIssuers, the Trustee, the Paying Agent or the Registrar may deem and treat the person in whose name a Security is registered as the owner of such Security for the purpose of receiving payment of principal of, premium, if any, and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the CompanyIssuers, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Colt Finance Corp.)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate certificated Securities, Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax tax, assessments or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.23.07, 2.64.11, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.54.12 and 9.04 of the Indenture). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any certificated or Definitive Security selected for redemption in whole or in part pursuant to Article Three of this Indenture, except the unredeemed portion of any certificated or Definitive Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Senior Deferred Interest Notes Indenture (Winstar Communications Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate Definitive certificated Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.23.06, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.5)6.13 and 9.05. (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any certificated Security selected for redemption in whole or in part pursuant to Article 3 of this Indenture, except the unredeemed portion of any certificated Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Ixc Communications Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 5.7 or 9.59.6). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of any Security (A) for a period beginning being: (1) 15 days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security of any series (including any Institutional Accredited Investor Note) delivered in exchange for an interest in a Global Security of such series pursuant to Section 2.1(f2.1(d) shall, except as otherwise provided by Section 2.6(d2.6(c), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d2.1(c). (vi) All Securities of any series issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities of such series surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Federal Mogul Corp)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, Issuers shall execute and the Trustee shall authenticate certificated Securities, Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company Issuers may require the Holder to pay payment of a sum sufficient to cover any transfer tax tax, assessments or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.23.06, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.54.10 and 9.05 of the Indenture). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any certificated or Definitive Security selected for redemption in whole or in part pursuant to Article 3 of this Indenture, except the unredeemed portion of any certificated or Definitive Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in part.date. 109 11 (iv) Prior to the due presentation for registration of transfer of any Security, the CompanyIssuers, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the CompanyIssuers, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Globalstar Capital Corp)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.23.06, 2.64.07, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.54.09 and 9.05 of the Indenture). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any Definitive Security selected for redemption in whole or in part pursuant to Article 3 of this Indenture, except the unredeemed portion of any Definitive Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Denbury Resources Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate Definitive certificated Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.23.06, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.54.08 and 9.05 of the Indenture). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any certificated Security selected for redemption in whole or in part pursuant to Article III of this Indenture, except the unredeemed portion of any certificated Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Ero Marketing Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company Issuer shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company Issuer may require the Holder to pay a sum sufficient to cover any transfer tax assessments or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.103.9, 5.8 or 9.5). (iii) The Company Issuer (and the Registrar) shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) of 15 days before the mailing a selection of a notice of an offer Securities to repurchase or redeem Securities and ending at the close of business on the day of such mailing be redeemed or (2) beginning 15 days before an interest payment date and ending on such interest payment date or (B) called selected for redemption, except the unredeemed portion of any Security being redeemed in part. (iv) Prior to the due presentation for registration of transfer of any Security, the CompanyIssuer, any Guarantor, the Trustee, the Paying Agent or the Registrar may deem and treat the person in whose name a Security is registered as the owner of such Security for the purpose of receiving payment of principal of, premium, if any, and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the CompanyIssuer, any Guarantor, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Antero Resources Finance Corp)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 2.10 or 9.5)5.7. (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of any Definitive Security (A) for a period beginning (1) of 15 calendar days before the mailing of a notice of an offer prior to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date and ending on such interest payment date or any Redemption Date; (B) called for redemption, except a period of 15 calendar days immediately prior to the unredeemed portion date fixed for selection of any Security being Securities to be redeemed in part; (C) for a period of 15 calendar days prior to the record date with respect to any interest payment date; or (D) which the Holder has tendered (and not withdrawn) for repurchase in connection with a Change of Control Offer. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f2.1(d) shall, except as otherwise provided by Section 2.6(d2.6(c), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d2.1(c). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Euro Indenture (Trylon Corp/Mi/)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company Issuer shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company Issuer may require the Holder to pay a sum sufficient to cover any transfer tax assessments or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.103.9, 5.8 or 9.5). (iii) The Company Issuer (and the Registrar) shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) of 15 days before the mailing a selection of a notice of an offer Securities to repurchase or redeem Securities and ending at the close of business on the day of such mailing be redeemed or (2) beginning 15 days before an interest payment date and ending on such interest payment date or (B) called selected for redemption, except the unredeemed portion of any Security being redeemed in part. (iv) Prior to the due presentation for registration of transfer of any Security, the CompanyIssuer, any Guarantor, the Trustee, the Paying Agent or the Registrar may deem and treat the person in whose name a Security is registered as the owner of such Security for the purpose of receiving payment of principal of, premium, if any, and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A Exhibit A-1 (in the case of the 2022 Notes) and BExhibit A-2 (in the case of the 2025 Notes)) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the CompanyIssuer, any Guarantor, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d)Restricted Securities Legend. (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Ultra Petroleum Corp)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company Issuers shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s or co-registrar’s request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company Issuers may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.23.8, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 3.10 or 9.5). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (i) any Securities selected for redemption (except in the case of Securities to be redeemed in part, the portion of the Security not to be redeemed) or (Aii) any Securities for a period beginning (1) 15 days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the CompanyIssuers, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the CompanyIssuers, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f2.1(e) shall, except as otherwise provided by Section 2.6(d2.6(c), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Plains Exploration & Production Co)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay a sum sufficient to cover any transfer tax assessments or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.103.9, 5.8 or 9.5). (iii) The Company (and the Registrar) shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) of 15 days before the mailing a selection of a notice of an offer Securities to repurchase or redeem Securities and ending at the close of business on the day of such mailing be redeemed or (2) beginning 15 days before an interest payment date and ending on such interest payment date or (B) called selected for redemption, except the unredeemed portion of any Security being redeemed in part. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, any Subsidiary Guarantor, the Trustee, the Paying Agent or the Registrar may deem and treat the person in whose name a Security is registered as the owner of such Security for the purpose of receiving payment of principal of, premium, if any, and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, any Subsidiary Guarantor, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d)Restricted Securities Legend. (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Warren Resources Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions requirements of this Article IIAppendix, the Company shall execute and the Trustee shall authenticate Definitive certificated Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.23.06, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.54.09 and 9.05). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any certificated Security selected for redemption in whole or in part pursuant to Article 3 of this Indenture, except the unredeemed portion of any certificated Security being redeemed in part, or (Ab) any Security for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Phoenix Racing Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate authenticate, Definitive Securities and Global Securities at the Security Registrar’s 's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, or redemption of Securities, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax tax, assessments or similar other governmental charge payable in connection therewith (other than in connection with any such registration of transfer taxes, assessments or similar governmental charges payable upon exchange or transfer of Securities pursuant to Sections 2.23.4, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 9.5 or 9.5)11.7 not involving any transfer. (iii) The Company (and the Registrar) shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) 15 days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in part. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the TrusteeGuarantor, the Paying Agent Trustee and agent of the Company or the Registrar Guarantor or the Trustee may deem and treat the person Person in whose name a such Security is registered in the Security Register as the owner of such Security for the purpose of receiving payment of principal of, premium, if any, any premium and (subject to paragraph 2 Sections 3.5 and 3.7 of the forms of Securities attached hereto as Exhibits A and BIndenture) interest on and any Additional Amounts with respect to such Registered Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not any payment with respect to such Registered Security is shall be overdue, and none of the Company, the TrusteeGuarantor, the Paying Agent Trustee or any agent of the Company, the Guarantor or the Registrar Trustee shall be affected by notice to the contrary. (viv) Any Definitive Security delivered The Company shall not be required to issue, register the transfer of or exchange any Securities selected for redemption (except, in exchange the case of Securities to be redeemed in part, the portion thereof not to be redeemed) or any Securities for an interest in a Global Security pursuant period of 15 days before the mailing of a notice of redemption of Securities to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d)be redeemed. (viv) All Securities issued upon any transfer or exchange pursuant to the terms of this Supplemental Indenture shall evidence the same debt and shall be entitled to the same benefits under this the Indenture as the Securities surrendered upon such transfer or exchange. (vi) Each Holder of the Securities agrees to indemnify the Company and the Trustee against any liability that may result from the transfer, exchange or assignment of such Holder's Securities in violation of any provision of the Inde▇▇▇▇▇, this Supplemental Indenture or applicable United States Federal or State securities laws.

Appears in 1 contract

Sources: Supplemental Indenture (Delhaize America Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company or the Trustee may require the payment by a Holder to pay of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge taxes and fees payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges taxes and fees payable upon exchange or transfer pursuant to Sections 2.22.9, 2.63.7, 2.10, 2.12, 3.5, 3.10, 5.8 3.9 or 9.5). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) 15 days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f2.1(e) shall, except as otherwise provided by Section 2.6(d2.6(c), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any registration of transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such registration of transfer or exchange.

Appears in 1 contract

Sources: Indenture (NCL CORP Ltd.)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate certificated Securities, Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.23.06, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.54.12 and 9.05). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any certificated or Definitive Security selected for redemption in whole or in part pursuant to Article 3 of this Indenture, except the unredeemed portion of any certificated or Definitive Security being redeemed in part, or (Ab) any Security for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Guarantors, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Guarantors, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Navigator Gas Iom I-E LTD)

Obligations with Respect to Transfers and Exchanges of Securities. (i1) To permit registrations of transfers and exchanges, the Company Issuers shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s request. (ii2) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company Issuers may require the Holder to pay a sum sufficient to cover any transfer tax assessments or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.52.18, 3.10, 5.8 7.8 or 9.5). (iii3) The Company Issuers (and the Registrar) shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) 15 days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date Interest Payment Date and ending on such interest payment date Interest Payment Date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in part. (iv4) Prior to the due presentation for registration of transfer of any Security, the CompanyIssuers, the Trustee, the Paying Agent or the Registrar may deem and treat the person Person in whose name a Security is registered as the owner of such Security for the purpose of receiving payment of principal of, premium, if any, and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the CompanyIssuers, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. (v5) Any Definitive Security delivered issued in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d2.6(c), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d), and any Definitive Security issued in connection with a transfer to a Conru/▇▇▇▇▇▇▇▇ Affiliate shall be a Conru/▇▇▇▇▇▇▇▇ Definitive Security and also shall bear the legend contained in Section 2.1(d)(5) hereof. (vi6) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (FriendFinder Networks Inc.)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate Definitive certificated Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.23.06, 2.64.07, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.54.10 and 9.05). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any certificated Security selected for redemption in whole or in part pursuant to Article 3 of this Indenture, except the unredeemed portion of any certificated Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Dollar Securities Indenture (Gutbusters Pty LTD)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s or co-registrar’s request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company or the Trustee may require the payment by a Holder to pay of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge taxes and fees payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges taxes and fees payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.5transfer). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) 15 days before the mailing of a notice of an offer to repurchase or redeem redemption of Securities to be repurchased or redeemed and ending at the close of business on the day of such mailing (except, in the case of Securities to be redeemed in part, the portion of the Security not to be redeemed) or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f2.1(e) shall, except as otherwise provided by Section 2.6(d2.6(c), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any registration of transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such registration of transfer or exchange.

Appears in 1 contract

Sources: Indenture (Clayton Williams Energy Inc /De)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection connec tion therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.23.6, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 3.8 or 9.5). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) 15 days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security (including any Institutional Accredited Investor Note) delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f2.1(d) shall, except as otherwise provided by Section 2.6(d2.6(c), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d2.1(c). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Sather Trucking Corp)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, each of the Company Issuers shall, subject to the other terms and conditions of this Article II, execute execute, and the Trustee shall authenticate authenticate, Definitive Securities and Global Securities at the Registrar’s 's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company Issuers may require the Holder to pay a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 2.6 or 9.5). (iii) The Company Issuers (and the Registrar) shall not be required to register the transfer of or exchange of any Security (A) for a period beginning (1) 15 days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, each of the CompanyIssuers, the Trustee, the Paying Agent or the Registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the CompanyIssuers, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f2.1(e) shall, except as otherwise provided by Section 2.6(d2.6(c), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Stewart & Stevenson LLC)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.23.06, 2.64.06, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.54.09 and 9.05 of the Indenture). (iii) The Company (and the Registrar) Registrar shall not be required to register the transfer of or exchange of (a) any Definitive Security selected for redemption in whole or in part pursuant to Article 3 of the Indenture, except the unredeemed portion of any Definitive Security being redeemed in part or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date date. Notwithstanding the foregoing, the Registrar shall be required to register the transfer of or (B) called for redemption, except the unredeemed portion exchange of any Security being redeemed in partpursuant to paragraph 6 of the Securities. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or the Registrar may Rule 144A/REGULATION S APPENDIX deem and treat the person Person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Wilmar Holdings Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.23.06, 2.64.06, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.54.09 and 9.05 of the Indenture). (iii) The Company (and the Registrar) Registrar shall not be required to register the transfer of or exchange of (a) any Definitive Security selected for redemption in whole or in part pursuant to Article 3 of the Indenture, except the unredeemed portion of any Definitive Security being redeemed in part or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or the Registrar may deem and treat the person Person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Diagnostic Pathology Management Services Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's or co-registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Article 4 or Sections 2.22.09, 2.63.06, 2.10, 2.12, 3.5, 3.10, 5.8 5.06 or 9.510.05 of the Indenture). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any Definitive Security selected for redemption in whole or in part pursuant to Article 3 of the Indenture, except the unredeemed portion of any Definitive Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co- registrar may deem and treat the person in whose name a Security security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent or Agent, the Registrar or any co-registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this the Indenture shall evidence the same debt and shall be entitled to the same benefits under this the Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Phillips Van Heusen Corp /De/)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate Definitive Securities and Global Securities at the Registrar’s 's or co-Registrar's request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.22.09, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 3.08 or 9.59.04 of the Indenture). (iii) The Company (and the Registrar) Registrar or co-registrar shall not be required to register the transfer of or exchange of (a) any Definitive Security selected for redemption in whole or in part pursuant to Article 3 of the Indenture, except the unredeemed portion of any Definitive Security being redeemed in part, or (b) any Security (A) for a period beginning (1) 15 days Business Days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days Business Days before an interest payment date and ending on such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partdate. (iv) Prior to the due presentation for registration of transfer of any Security, the Company, the Trustee, the Paying Agent Agent, the Registrar or the any co-Registrar may deem and treat the person Person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the Company, the Trustee, the Paying Agent Agent, the Registrar or the any co-Registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this the Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (Urs Corp /New/)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, shall execute and the Trustee shall authenticate Definitive certificated Securities and Global Securities at the Registrar’s requestRegistrars request in accordance with the terms of the Indenture (including this Appendix). (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company or the Registrar may require the a Holder to pay furnish appropriate endorsements and transfer documents and payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges charge payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.53.6 and 9.5 of this Indenture). (iii) The Company (and the Registrar) Registrar shall not be required to register the transfer of or exchange of any Securities selected for redemption (except, in the case of a Security (Ato be redeemed in part, the portion of the Security not to be redeemed) for a period beginning (1) 15 days before the mailing a selection of a notice of an offer Securities to repurchase or redeem Securities and ending at the close of business on the day of such mailing or (2) 15 days before an interest payment date be redeemed and ending on the date of such interest payment date or (B) called for redemption, except the unredeemed portion of any Security being redeemed in partselection. (iv) Prior to the due presentation for registration of transfer of any Certificated Security, the Company, the Trustee, the Paying Agent or and the Registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, Principal of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdueoverdue and notwithstanding any notation of ownership or other writing on such Security made by anyone other than the Company or the Registrar, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange. No such transfer shall be effected until, and such transferee shall succeed to the rights of a Holder only upon, final acceptance and registration of the transfer by the Registrar.

Appears in 1 contract

Sources: Indenture (Computer Associates International Inc)

Obligations with Respect to Transfers and Exchanges of Securities. (i) To permit registrations of transfers and exchanges, the Company shall, subject to the other terms and conditions of this Article II, Issuer shall execute and the Trustee shall shall, upon receipt of an Officer’s Certificate, authenticate Definitive Physical Securities and Global Securities at the Registrar’s request. (ii) No service charge shall be made to a Holder for any registration of transfer or exchange, but the Company Issuer may require the Holder to pay payment of a sum sufficient to cover any transfer tax assessments tax, assessments, or similar governmental charge payable in connection therewith (other than any such transfer taxes, assessments or similar governmental charges payable upon exchange or transfer pursuant to Sections 2.2, 2.6, 2.10, 2.12, 3.5, 3.10, 5.8 or 9.5)therewith. (iii) (The Company (and the Registrar) Registrar shall not be required to register the transfer of or exchange of (a) any Security selected for redemption in whole or in part pursuant to Article Three, except the unredeemed portion of any Security being redeemed in part, or (Ab) any Security for a period beginning fifteen (115) 15 days before the mailing of a notice of an offer to repurchase or redeem Securities and ending at the close of business on the day of such mailing or fifteen (215) 15 days before an interest Interest Payment Date (whether or not an Interest Payment Date or other date determined for the payment date of interest), and ending on such interest payment mailing date or (B) called for redemptionInterest Payment Date, except as the unredeemed portion of any Security being redeemed in partcase may be. (iv) Prior to the due presentation for registration of transfer of any Security, the CompanyIssuer, the Trustee, the Paying Agent or the Registrar may deem and treat the person in whose name a Security is registered as the absolute owner of such Security for the purpose of receiving payment of principal of, premium, if any, of and (subject to paragraph 2 of the forms of Securities attached hereto as Exhibits A and B) interest on such Security and for all other purposes whatsoever, including without limitation the transfer or exchange of such Security, whether or not such Security is overdue, and none of the CompanyIssuer, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. (v) Any Definitive Security delivered in exchange for an interest in a Global Security pursuant to Section 2.1(f) shall, except as otherwise provided by Section 2.6(d), bear the applicable legend regarding transfer restrictions applicable to the Definitive Security set forth in Section 2.1(d). (vi) All Securities issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Securities surrendered upon such transfer or exchange.

Appears in 1 contract

Sources: Indenture (LKQ Corp)