Common use of All Other Transfers and Exchanges of Beneficial Interests in Global Securities Clause in Contracts

All Other Transfers and Exchanges of Beneficial Interests in Global Securities. In connection with all transfers and exchanges of beneficial interests that are not subject to Section 2.3(a)(1) above, the transferor of any such beneficial interest must deliver to the Registrar either (A)(i) a written order from a Participant or an Indirect Participant given to the Depositary in accordance with the Applicable Procedures directing the Depositary to credit or cause to be credited a beneficial interest in another Global Security in an amount equal to the beneficial interest to be transferred or exchanged and (ii) instructions given in accordance with the Applicable Procedures containing information regarding the Participant account to be credited with such increase or (B) if permitted under Section 2.3(g) hereof, (i) a written order from a Participant or an Indirect Participant given to the Depositary in accordance with the Applicable Procedures directing the Depositary to cause to be issued a Definitive Security in an amount equal to the beneficial interest to be transferred or exchanged and (ii) instructions given by the Depositary to the Registrar containing information regarding the Person in whose name such Definitive Security shall be registered to effect the transfer or exchange referred to in (B)(i) above. Upon satisfaction of all of the requirements for transfer or exchange of beneficial interests in Global Securities contained in the Indenture and the Securities or otherwise applicable under the Securities Act, the Trustee shall adjust the principal amount of the relevant Global Security(s) pursuant to Section 2.3(g) hereof.

Appears in 14 contracts

Samples: Credit Agreement (Transocean Ltd.), Credit Agreement (Transocean Ltd.), Receivables Pledge Agreement (Transocean Ltd.)

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All Other Transfers and Exchanges of Beneficial Interests in Global Securities. In connection with all transfers and exchanges of beneficial interests that are not subject to Section 2.3(a)(1) above, the transferor of any such beneficial interest must deliver to the Registrar either (A)(i) a written order from a Participant or an Indirect Participant given to the Depositary in accordance with the Applicable Procedures directing the Depositary to credit or cause to be credited a beneficial interest in another Global Security in an amount equal to the beneficial interest to be transferred or exchanged and (ii) instructions given in accordance with the Applicable Procedures containing information regarding the Participant account to be credited with such increase or (B) if permitted under Section 2.3(b) or 2.3(g) hereof, (i) a written order from a Participant or an Indirect Participant given to the Depositary in accordance with the Applicable Procedures directing the Depositary to cause to be issued a Definitive Security in an amount equal to the beneficial interest to be transferred or exchanged and (ii) instructions given by the Depositary to the Registrar containing information regarding the Person in whose name such Definitive Security shall be registered to effect the transfer or exchange referred to in (B)(i) above. Upon satisfaction of all of the requirements for transfer or exchange of beneficial interests in Global Securities contained in the Indenture and the Securities or otherwise applicable under the Securities Act, the Trustee shall adjust the principal amount of the relevant Global Security(s) pursuant to Section 2.3(g) hereof.

Appears in 4 contracts

Samples: Indenture (Mbia Inc), Pledge Agreement (Mbia Inc), Indenture (Mbia Inc)

All Other Transfers and Exchanges of Beneficial Interests in Global Securities. In connection with all transfers and exchanges of beneficial interests that are not subject to Section 2.3(a)(1) above, the transferor of any such beneficial interest must deliver to the Registrar either (A)(i) a written order from a Participant or an Indirect Participant given to the Depositary in accordance with the Applicable Procedures directing the Depositary to credit or cause to be credited a beneficial interest in another Global Security in an amount equal to the beneficial interest to be transferred or exchanged and (ii) instructions given in accordance with the Applicable Procedures containing information regarding the Participant account to be credited with such increase or (B) if permitted under Section 2.3(g) hereof, (i) a written order from a Participant or an Indirect Participant given to the Depositary in accordance with the Applicable Procedures directing the Depositary to cause to be issued a Definitive Security in an amount equal to the beneficial interest to be transferred or exchanged and (ii) instructions given by the Depositary to the Registrar containing information regarding the Person in whose name such Definitive Security shall be registered to effect the transfer or exchange referred to in (B)(i) above. Upon satisfaction of all of the requirements for transfer or exchange of beneficial interests in Global Securities contained in the Indenture and the Securities or otherwise applicable under the Securities Act, the Trustee shall adjust the principal amount of the relevant Global Security(s) pursuant to Section 2.3(g) hereof.. ​

Appears in 2 contracts

Samples: Indenture (Transocean Ltd.), Indenture (Transocean Ltd.)

All Other Transfers and Exchanges of Beneficial Interests in Global Securities. In connection with all transfers and exchanges of beneficial interests that are not subject to Section 2.3(a)(12.18(b)(i) abovehereof, the transferor of any such beneficial interest must deliver to the Registrar or Transfer Agent either (A)(iA) (1) a written order from a Participant or an Indirect Participant Agent Member given to the Common Depositary in accordance with the Applicable Procedures directing the Common Depositary to credit or cause to be credited a beneficial interest in another Global Security in an amount equal to the beneficial interest to be transferred or exchanged and (ii2) instructions given in accordance with the Applicable Procedures containing information regarding the Participant Agent Member account to be credited with such increase or (B) if permitted under Section 2.3(g) hereof, (i1) a written order from a Participant or an Indirect Participant Agent Member given to the Common Depositary in accordance with the Applicable Procedures directing the Common Depositary to cause to be issued a Definitive Physical Security of the same series in an amount equal to the beneficial interest to be transferred or exchanged and (ii2) instructions given by the Common Depositary to the Registrar or Transfer Agent containing information regarding the Person in whose name such Definitive Physical Security shall be registered to effect the transfer or exchange referred to in (B)(i1) above. Upon satisfaction of all of the requirements for transfer or exchange of beneficial interests in Global Securities contained in the this Indenture and the Securities Notes or otherwise applicable under the Securities Act, the Trustee Registrar shall adjust the principal amount of the relevant Global Security(sSecurity(ies) pursuant to Section 2.3(g2.18(g) hereof.

Appears in 1 contract

Samples: Supplemental Indenture (LKQ Corp)

All Other Transfers and Exchanges of Beneficial Interests in Global Securities. In connection with all transfers and exchanges of beneficial interests that are not subject to Section 2.3(a)(12.04(a)(i) above, the transferor of any such beneficial interest must deliver to the Registrar either (A)(i1) a written order from a Participant or an Indirect Participant given to the Depositary Depository in accordance with the Applicable Procedures directing the Depositary Depository to credit or cause to be credited a beneficial interest in another Global Security in an amount equal to the beneficial interest to be transferred or exchanged and (ii2) instructions given in accordance with the Applicable Procedures containing information regarding the Participant account to be credited with such increase or (B) if permitted under Section 2.3(g) hereof, (i) a written order from a Participant or increase. Upon consummation of an Indirect Participant given to Exchange Offer by the Depositary Company in accordance with Section 2.04(c), the Applicable Procedures directing requirements of this Section 2.04(a)(ii) shall be deemed to have been satisfied upon receipt by the Depositary to cause to be issued Registrar of the instructions contained in the Letter of Transmittal delivered by the holder of such beneficial interests in the Restricted Global Securities or, alternatively, if permitted by the relevant Depository’s procedures, by delivery of a Definitive Security in message (an amount equal “ATOP Message”) delivered pursuant to the beneficial interest to be transferred Depository’s Automated Tender Offer Program (“ATOP”), or exchanged and (ii) instructions given by the Depositary to the Registrar containing information regarding the Person in whose name such Definitive Security shall be registered to effect the transfer or exchange referred to in (B)(i) abovesimilar electronic system. Upon satisfaction of all of the requirements for transfer or exchange of beneficial interests in Global Securities contained in the this Indenture and the Securities or otherwise applicable under the Securities Act, the Trustee shall adjust the principal amount of the relevant Global Security(s) Securities pursuant to Section 2.3(g) hereof2.04(f).

Appears in 1 contract

Samples: Indenture (Ford Motor Credit Co LLC)

All Other Transfers and Exchanges of Beneficial Interests in Global Securities. In connection with all transfers and exchanges of beneficial interests that are not subject to Section 2.3(a)(1209(b)(i) abovehereof, the transferor of any such beneficial interest must deliver to the Security Registrar either (A)(iA) (1) a written order from a Participant or an Indirect Participant given to the U.S. Depositary in accordance with the Applicable Procedures directing the U.S. Depositary to credit or cause to be credited a beneficial interest in another Global Security in an amount equal to the beneficial interest to be transferred or exchanged and (ii2) instructions given in accordance with the Applicable Procedures containing information regarding the Participant account to be credited with such increase or (B) if permitted under Section 2.3(g) hereof, (i1) a written order from a Participant or an Indirect Participant given to the U.S. Depositary in accordance with the Applicable Procedures directing the U.S. Depositary to cause to be issued a Definitive Security in an amount equal to the beneficial interest to be transferred or exchanged and (ii2) instructions given by the U.S. Depositary to the Security Registrar containing information regarding the Person in whose name such Definitive Security shall be registered to effect the transfer or exchange referred to in (B)(i1) above. Upon consummation of an Exchange Offer by the Issuer in accordance with Section 209(f) hereof, the requirements of this Section 209(b)(ii) shall be deemed to have been satisfied upon receipt by the Security Registrar of the instructions contained in the Letter of Transmittal delivered by the Holder of such beneficial interests in the Restricted Global Securities. Upon satisfaction of all of the requirements for transfer or exchange of beneficial interests in Global Securities contained in this Third Supplemental Indenture, the Indenture and the Securities or otherwise applicable under the Securities Act, the Trustee shall adjust the principal amount of the relevant Global Security(s) Security pursuant to Section 2.3(g209(h) hereof.

Appears in 1 contract

Samples: Indenture (Ingersoll-Rand PLC)

All Other Transfers and Exchanges of Beneficial Interests in Global Securities. In connection with all transfers and exchanges of beneficial interests that are not subject to Section 2.3(a)(1) above, the transferor of any such beneficial interest must deliver to the Registrar either (A)(i) a written order from a Participant or an Indirect Participant given to the Depositary in accordance with the Applicable Procedures directing the Depositary to credit or cause to be credited a beneficial interest in another Global Security in an amount equal to the beneficial interest to be transferred or exchanged and (ii) instructions given in accordance with the Applicable Procedures containing information regarding the Participant account to be credited with such increase or (B) if permitted under Section 2.3(g) 2.4 hereof, (i) a written order from a Participant or an Indirect Participant given to the Depositary in accordance with the Applicable Procedures directing the Depositary to cause to be issued a Definitive Security in an amount equal to the beneficial interest to be transferred or exchanged and (ii) instructions given by the Depositary to the Registrar containing information regarding the Person in whose name such Definitive Security shall be registered to effect the transfer or exchange referred to in (B)(i) above. Upon satisfaction of all of the requirements for transfer or exchange of beneficial interests in Global Securities contained in the Indenture and the Securities or otherwise applicable under the Securities Act, the Trustee shall adjust the principal amount of the relevant Global Security(s) pursuant to Section 2.3(g) hereof.

Appears in 1 contract

Samples: Teck Resources LTD

All Other Transfers and Exchanges of Beneficial Interests in Global Securities. In connection with all transfers and exchanges of beneficial interests that are not subject to Section 2.3(a)(1209(b)(i) abovehereof, the transferor of any such beneficial interest must deliver to the Security Registrar either (A)(iA) (1) a written order from a Participant or an Indirect Participant given to the U.S. Depositary in accordance with the Applicable Procedures directing the U.S. Depositary to credit or cause to be credited a beneficial interest in another Global Security in an amount equal to the beneficial interest to be transferred or exchanged and (ii2) instructions given in accordance with the Applicable Procedures containing information regarding the Participant account to be credited with such increase or (B) if permitted under Section 2.3(g) hereof, (i1) a written order from a Participant or an Indirect Participant given to the U.S. Depositary in accordance with the Applicable Procedures directing the U.S. Depositary to cause to be issued a Definitive Security in an amount equal to the beneficial interest to be transferred or exchanged and (ii2) instructions given by the U.S. Depositary to the Security Registrar containing information regarding the Person in whose name such Definitive Security shall be registered to effect the transfer or exchange referred to in (B)(i1) above. Upon consummation of an Exchange Offer by the Issuer in accordance with Section 209(f) hereof, the requirements of this Section 209(b)(ii) shall be deemed to have been satisfied upon receipt by the Security Registrar of the instructions contained in the Letter of Transmittal delivered by the Holder of such beneficial interests in the Restricted Global Securities. Upon satisfaction of all of the requirements for transfer or exchange of beneficial interests in Global Securities contained in this First Supplemental Indenture, the Indenture and the Securities or otherwise applicable under the Securities Act, the Trustee shall adjust the principal amount of the relevant Global Security(s) Security pursuant to Section 2.3(g209(h) hereof.

Appears in 1 contract

Samples: Indenture (Ingersoll-Rand PLC)

All Other Transfers and Exchanges of Beneficial Interests in Global Securities. In connection with all transfers and exchanges of beneficial interests that are not subject to Section 2.3(a)(1205(1)(A) above, the transferor of any such beneficial interest must deliver to the Security Registrar either (A)(i1) a written order from a Participant or an Indirect Participant given to the Depositary in accordance with the Applicable Procedures directing the Depositary to credit or cause to be credited a beneficial interest in another Global Security in an amount equal to the beneficial interest to be transferred or exchanged and (ii2) instructions given in accordance with the Applicable Procedures containing information regarding the Participant account to be credited with such increase or (B) if permitted under Section 2.3(g) hereof, (i) a written order from a Participant or increase. Upon consummation of an Indirect Participant given to Exchange Offer by the Depositary Issuers in accordance with Section 205(3), the Applicable Procedures directing requirements of this Section 205(1)(B) shall be deemed to have been satisfied upon receipt by the Depositary to cause to be issued Registrar of the instructions contained in the Letter of Transmittal delivered by the holder of such beneficial interests in the Restricted Global Securities or, alternatively, if permitted by the Depositary’s procedures, by delivery of a Definitive Security in message (an amount equal “ATOP Message”) delivered pursuant to the beneficial interest to be transferred Depositary’s ATOP, or exchanged and (ii) instructions given by the Depositary to the Registrar containing information regarding the Person in whose name such Definitive Security shall be registered to effect the transfer or exchange referred to in (B)(i) abovesimilar electronic system. Upon satisfaction of all of the requirements for transfer or exchange of beneficial interests in Global Securities contained in the this Indenture and the Securities or otherwise applicable under the Securities Act, the Trustee shall adjust the principal amount of the relevant Global Security(s) Securities pursuant to Section 2.3(g) hereof205(6).

Appears in 1 contract

Samples: CVR Nitrogen Holdings, LLC

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All Other Transfers and Exchanges of Beneficial Interests in Global Securities. In connection with all transfers and exchanges of beneficial interests that are not subject to Section 2.3(a)(12.18(b)(i) abovehereof, the transferor of any such beneficial interest must deliver to the Registrar either (A)(iA) (1) a written order from a Participant or an Indirect Participant Agent Member given to the Depositary Depository in accordance with the Applicable Procedures directing the Depositary Depository to credit or cause to be credited a beneficial interest in another Global Security in an amount equal to the beneficial interest to be transferred or exchanged and (ii2) instructions given in accordance with the Applicable Procedures containing information regarding the Participant Agent Member account to be credited with such increase or (B) if permitted under Section 2.3(g) hereof, (i1) a written order from a Participant or an Indirect Participant Agent Member given to the Depositary Depository in accordance with the Applicable Procedures directing the Depositary Depository to cause to be issued a Definitive Physical Security of the same series in an amount equal to the beneficial interest to be transferred or exchanged and (ii2) instructions given by the Depositary Depository to the Registrar containing information regarding the Person in whose name such Definitive Physical Security shall be registered to effect the transfer or exchange referred to in (B)(i1) above. Upon satisfaction of all of the requirements for transfer or exchange of beneficial interests in Global Securities contained in the this Indenture and the Securities or otherwise applicable under the Securities Act, the Trustee Registrar shall adjust the principal amount of the relevant Global Security(sSecuritie(s) pursuant to Section 2.3(g2.18(g) hereof.

Appears in 1 contract

Samples: Supplemental Indenture (Keystone Automotive Operations Inc)

All Other Transfers and Exchanges of Beneficial Interests in Global Securities. In connection with all transfers and exchanges of beneficial interests that are not subject to Section 2.3(a)(1) above, the transferor of any such beneficial interest must deliver to the Registrar either (A)(i) a written order from a Participant or an Indirect Participant given to the Depositary in accordance with the Applicable Procedures directing the Depositary to credit or cause to be credited a beneficial interest in another Global Security in an amount equal to the beneficial interest to be transferred or exchanged and (ii) instructions given in accordance with the Applicable Procedures containing information regarding the Participant account to be credited with such increase or (B) if permitted under Section 2.3(g) hereof, (i) a written order from a Participant or an Indirect Participant given to the Depositary in accordance with the Applicable Procedures directing the Depositary to cause to be issued a Definitive Security in an amount equal to the beneficial interest to be transferred or exchanged and (ii) instructions given by the Depositary to the Registrar containing information regarding the Person in whose name such Definitive Security shall be ​ A-2 ​ ​ ​ registered to effect the transfer or exchange referred to in (B)(i) above. Upon satisfaction of all of the requirements for transfer or exchange of beneficial interests in Global Securities contained in the Indenture and the Securities or otherwise applicable under the Securities Act, the Trustee shall adjust the principal amount of the relevant Global Security(s) pursuant to Section 2.3(g) hereof.

Appears in 1 contract

Samples: Supplemental Indenture (Transocean Ltd.)

All Other Transfers and Exchanges of Beneficial Interests in Global Securities. In connection with all transfers and exchanges of beneficial interests that are not subject to Section 2.3(a)(1209(b)(i) abovehereof, the transferor of any such beneficial interest must deliver to the Security Registrar either (A)(iA) (1) a written order from a Participant or an Indirect Participant given to the U.S. Depositary in accordance with the Applicable Procedures directing the U.S. Depositary to credit or cause to be credited a beneficial interest in another Global Security in an amount equal to the beneficial interest to be transferred or exchanged and (ii2) instructions given in accordance with the Applicable Procedures containing information regarding the Participant account to be credited with such increase or (B) if permitted under Section 2.3(g) hereof, (i1) a written order from a Participant or an Indirect Participant given to the U.S. Depositary in accordance with the Applicable Procedures directing the U.S. Depositary to cause to be issued a Definitive Security in an amount equal to the beneficial interest to be transferred or exchanged and (ii2) instructions given by the U.S. Depositary to the Security Registrar containing information regarding the Person in whose name such Definitive Security shall be registered to effect the transfer or exchange referred to in (B)(i1) above. Upon consummation of an Exchange Offer by the Issuer in accordance with Section 209(f) hereof, the requirements of this Section 209(b)(ii) shall be deemed to have been satisfied upon receipt by the Security Registrar of the instructions contained in the Letter of Transmittal delivered by the Holder of such beneficial interests in the Restricted Global Securities. Upon satisfaction of all of the requirements for transfer or exchange of beneficial interests in Global Securities contained in this Second Supplemental Indenture, the Indenture and the Securities or otherwise applicable under the Securities Act, the Trustee shall adjust the principal amount of the relevant Global Security(s) Security pursuant to Section 2.3(g209(h) hereof.

Appears in 1 contract

Samples: Indenture (Ingersoll-Rand PLC)

All Other Transfers and Exchanges of Beneficial Interests in Global Securities. In connection with all transfers and exchanges of beneficial interests that are not subject to Section 2.3(a)(17.01(b)(i) aboveof this Thirteenth Supplemental Indenture, the transferor of any such beneficial interest must deliver to the Registrar either (A)(iA) a written (1) an order from a Participant or an Indirect Participant given to the Depositary Depository in accordance with the Applicable Procedures directing the Depositary Depository to credit or cause to be credited a beneficial interest in another Global Security in an amount equal to the beneficial interest to be transferred or exchanged and (ii2) instructions given in accordance with the Applicable Procedures containing information regarding the Participant account to be credited with such increase or (B) if permitted under Section 2.3(g(1) hereof, (i) a written an order from a Participant or an Indirect Participant given to the Depositary Depository in accordance with the Applicable Procedures directing the Depositary Depository to cause to be issued a Definitive Security Certificated Exchangeable Debenture in an amount equal to the beneficial interest to be transferred or exchanged and (ii2) instructions given by the Depositary Depository to the Registrar containing information regarding the Person in whose name such Definitive Security Certificated Exchangeable Debenture shall be registered to effect the transfer or exchange referred to in (B)(iB)(1) above. Upon satisfaction of all of the requirements for transfer or exchange of beneficial interests in Global Securities contained in the Indenture and the Securities or otherwise applicable under the Securities ActExchangeable Debentures, the Trustee shall adjust the principal amount of the relevant Global Security(s) pursuant to Section 2.3(g7.01(h) hereofof this Thirteenth Supplemental Indenture.

Appears in 1 contract

Samples: Indenture (Host Marriott Corp/)

All Other Transfers and Exchanges of Beneficial Interests in Global Securities. In connection with all transfers and exchanges of beneficial interests that are not subject to Section 2.3(a)(1205(1)(A) above, the transferor of any such beneficial interest must deliver to the Security Registrar either (A)(i1) a written order from a Participant or an Indirect Participant given to the Depositary in accordance with the Applicable Procedures directing the Depositary to credit or cause to be credited a beneficial interest in another Global Security in an amount equal to the beneficial interest to be transferred or exchanged and (ii2) instructions given in accordance with the Applicable Procedures containing information regarding the Participant account to be credited with such increase or (B) if permitted under Section 2.3(g) hereof, (i) a written order from a Participant or increase. Upon consummation of an Indirect Participant given to Exchange Offer by the Depositary Company in accordance with Section 205(3), the Applicable Procedures directing requirements of this Section 205(1)(B) shall be deemed to have been satisfied upon receipt by the Depositary to cause to be issued Registrar of the instructions contained in the Letter of Transmittal delivered by the holder of such beneficial interests in the Restricted Global Securities or, alternatively, if permitted by the Depositary’s procedures, by delivery of a Definitive Security in message (an amount equal “ATOP Message”) delivered pursuant to the beneficial interest to be transferred Depositary’s ATOP, or exchanged and (ii) instructions given by the Depositary to the Registrar containing information regarding the Person in whose name such Definitive Security shall be registered to effect the transfer or exchange referred to in (B)(i) abovesimilar electronic system. Upon satisfaction of all of the requirements for transfer or exchange of beneficial interests in Global Securities contained in the this Indenture and the Securities or otherwise applicable under the Securities Act, the Trustee shall adjust the principal amount of the relevant Global Security(s) Securities pursuant to Section 2.3(g) hereof205(6).

Appears in 1 contract

Samples: Coffeyville Resources, LLC

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