Book-Entry Bonds. The Bonds, upon original issuance, will be issued in the form of typewritten Bonds representing the Book-Entry Bonds, to be delivered to The Depository Trust Company, the initial Depository, by, or on behalf of, the Issuer. The Bonds shall initially be registered on the Bond Register in the name of Cede & Co., the nominee of the initial Depository, and no Beneficial Owner will receive a Definitive Bond representing such Beneficial Owner's interest in such Bond, except as provided in Section 4.08. With respect to such Bonds, unless and until definitive, fully registered Bonds (the "Definitive Bonds") have been issued to Beneficial Owners pursuant to Section 4.08:
Book-Entry Bonds. The Bonds will be Book-Entry Bonds. Each Class of Bonds shall be represented by a single bond certificate with respect to such Class in the original principal amount of the related Bonds. The Issuer hereby designates The Depository Trust Company, 00 Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as the initial Depository for the Book-Entry Bonds and directs the Trustee to execute and deliver the DTC Letter Agreement. The bond certificates representing the Book-Entry Bonds shall be registered in the name of the nominee of the Depository designated in the DTC Letter Agreement, CEDE & Co. The Trustee shall not register the transfer of any Book-Entry Bond to another depository until the Issuer shall have delivered or caused to be delivered to the Trustee a written acceptance by the proposed transferee of the duties of acting as depository with respect to Book-Entry Bonds and an Opinion of Counsel to the effect that the proposed transferee is an entity registered as a "clearing agency" pursuant to Section 17A of the Securities Exchange Act of 1934, as amended and to the further effect that all other conditions precedent for such registration of transfer have been completed. The Trustee shall be under no liability to any Person for any such registration or for making any payments due on such Bonds to the Holder thereof or for taking any other action with respect to such Holder under the provisions of this Indenture so long as the transfer was registered upon receipt of the Opinion of Counsel described above. Any Bond Owner acquiring an interest in a Book-Entry Bond through the Depository or its participating organizations ("Depository Participants") shall not be entitled to receive a certificate representing any interest in the Bonds except in the event that fully-registered, certificated Bonds are issued to Bond Owners ("Definitive Bonds") under the circumstances set forth in this Section. As long as the Outstanding Bonds remain Book-Entry Bonds (i) the provisions of this Section shall be in full force, (ii) to the extent that the provisions of this Section conflict with any provisions of this Indenture, the provisions of this Section shall control, (iii) the Trustee shall deal with the Depository as representative of the Bond Owners of the Bonds for purposes of exercising the rights of Holders under this Indenture, and requests and directions for and votes of such representative shall not be deemed to be inconsistent if they are made with respect to different Bond Ow...
Book-Entry Bonds. (a) Except as provided in paragraph (c) of this Section, the registered Owner of all of the Series 2021-A Bonds shall be DTC and the Series 2021-A Bonds shall be registered in the name of Cede & Co., as nominee for DTC. Payment of principal and redemption price of and interest on any Series 2021-A Bond registered in the name of Cede & Co. shall be made by wire transfer of New York Clearing House or equivalent next day funds or by wire transfer of same day funds to the account of Cede & Co. at the address indicated on the regular Record Date or special record date for Cede & Co. in the registration books of the Registrar.
Book-Entry Bonds. (a) If so provided in the related Terms Indenture, Bonds of a Series or of any Class of such Series may initially be issued as one or more Bonds registered in the name of the Depository or its nominee and, except as provided in Section 2.12(c), transfer of such Bonds may not be registered by the Bond Registrar unless such transfer is to a successor Depository that agrees to hold such Bonds for the respective Bond Owners with Ownership Interests therein. Such Bond Owners shall hold and, subject to the related Terms Indenture, transfer their respective Ownership Interests in and to such Bonds through the book-entry facilities of the Depository and, except as provided in Section 2.12(c), shall not be entitled to physical, fully registered Bonds (each a "Definitive Bond") in respect of such Ownership Interests. All transfers by Bond Owners of their respective Ownership Interests in the Book-Entry Bonds shall be made in accordance with the procedures established by the Depository Participant or brokerage firm representing each such Bond Owner. Each Depository Participant shall only transfer the Ownership Interests in the Book-Entry Bonds of Bond Owners it represents or of brokerage firms for which it acts as agent in accordance with the Depository's normal procedures.
Book-Entry Bonds. The Bonds will be issued initially as one or more certificates in the name of the Cede & Co., as nominee for the Clearing Agency maintaining book-entry records with respect to ownership and transfer of such Bonds, and registration of the Bonds may not be transferred by the Bond Registrar except upon Book-Entry Termination. Until Book-Entry Termination, the Bond Registrar shall deal with the Clearing Agency as representatives of the Beneficial Owners of such Bonds for purposes of exercising the rights of Bondholders hereunder. Each payment of principal of and interest on a Book-Entry Bond shall be paid to the Clearing Agency, which shall credit the amount of such payments to the accounts of its Clearing Agency Participants in accordance with its normal procedures. Each Clearing Agency Participant shall be responsible for disbursing such payments to the Beneficial Owners of the Book-Entry Bonds that it represents and to each indirect participating brokerage firm (a "brokerage firm" or "indirect participating firm") for which it acts as agent. Each brokerage firm shall be responsible for disbursing funds to the Beneficial Owners of the Book-Entry Bonds that it represents. All such credits and disbursements are to be made by the Clearing Agency and the Clearing Agency Participants in accordance with the provisions of the Bonds. None of the Indenture Trustee, the Bond Registrar, if any, the Issuer, or any Paying Agent shall have any responsibility therefor except as otherwise provided by applicable law. Requests and directions from, and votes of, such representatives shall not be deemed to be inconsistent if they are made with respect to different Beneficial Owners.
Book-Entry Bonds. The Bonds, upon original issuance, will be issued in the form of typewritten Bonds representing the Book-Entry Bonds, to be delivered to The Depository Trust Company, the initial Depository, by, or on behalf of, the Issuer. The Bonds shall initially be registered on the Bond Register in the name of Cede & Co., the nominee of the initial Depository, and no Beneficial Owner will receive a Definitive Bond representing such
Book-Entry Bonds. The Bonds, upon original issuance, will be issued in the form of a typewritten Bond or Bonds representing the Book-Entry Bonds, to be delivered to The Depository Trust Company, the initial Clearing Agency, by, or on behalf of, the Issuer pursuant to the DTC Agreement. Such Bond shall initially be registered on the Bond Register in the name of Cede & Co., the nominee of the initial Clearing Agency, and no beneficial owner of a Bond will receive a definitive Bond representing such beneficial owner's interest in such Bond, except as provided in Section 2.13. Unless and until definitive, fully registered Bonds (the "Definitive Bonds") have been issued to Bondholders pursuant to Section 2.13:
Book-Entry Bonds. The Class A-1, Class A-2, Class B, Class C and Class D Bonds will be Book-Entry Bonds. The Bonds of each such Class shall initially be issued as one or more Bonds registered in the name of the Depository or its nominee and, except as provided in Section 2.12(c) of the Standard Indenture Provisions, transfer of such Bonds may not be registered by the Bond Registrar unless such transfer is to a successor Depository that agrees to hold such Bonds for the respective Bond Owners with Ownership Interests therein. The Issuer hereby designates [The Depository Trust Company, at 00 Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000], as the initial Depository for the Book-Entry Bonds and directs the Indenture Trustee to execute and deliver the Letter of Representations (the form of which is attached hereto as Exhibit I). The bond certificate or certificates representing each Class of the Book-Entry Bonds shall be registered in the name of the nominee of the Depository designated in the Letter of Representations.
Book-Entry Bonds. Unless the applicable Series Supplement provides otherwise, all of the related Series of Bonds shall be issued in Book-Entry Form, and the Issuer shall execute and the Indenture Trustee shall, in accordance with this Section and the Issuer Order with respect to such Series, authenticate and deliver one or more Global Bonds, evidencing the Bonds of such Series which (i) shall be an aggregate original principal amount equal to the aggregate original principal amount of such Bonds to be issued pursuant to the applicable Issuer Order, (ii) shall be registered in the name of the Clearing Agency therefor or its nominee, which shall initially be Cede & Co., as nominee for The Depository Trust Company, the initial Clearing Agency, (iii) shall be held by the Indenture Trustee as custodian for such Clearing Agency pursuant to such Clearing Agency's or such nominee's instructions, and (iv) shall bear a legend substantially to the effect set forth in Exhibit A. Each Clearing Agency designated pursuant to this Section 2.11 must, at the time of its designation and at all times while it serves as Clearing Agency hereunder, be a "clearing agency" registered under the Exchange Act and any other applicable statute or regulation. No Holder of any Series of Bonds issued in Book-Entry Form shall receive a Definitive Bond representing such Holder's interest in any such Bonds, except as provided in Section 2.13 or in the applicable Series Supplement relating to such Bonds. Unless (and until) certificated, fully registered Bonds of any Series (the "Definitive Bonds") have been issued to the Holders of such Series pursuant to Section 2.13 or pursuant to any applicable Series Supplement relating thereto:
Book-Entry Bonds. (a) The Class A-1, Class A-2, Class B, Class C and Class D Bonds will be Book-Entry Bonds. The Bonds of each such Class shall initially be issued as one or more Bonds registered in the name of the Depository or its nominee and, except as provided in Section 2.12(c), transfer of such Bonds may not be registered by the Bond Registrar unless such transfer is to a successor Depository that agrees to hold such Bonds for the respective Bond Owners with Ownership Interests therein. The Issuer hereby designates [The Depository Trust Company, at 00 Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000], as the initial Depository for the Book-Entry Bonds and directs the Indenture Trustee to execute and deliver the Letter of Representations (the form of which is attached hereto as Exhibit H). The bond certificate or certificates representing each Class of the Book-Entry Bonds shall be registered in the name of the nominee of the Depository designated in the Letter of Representations. Such Bond Owners shall hold and transfer their respective Ownership Interests in and to such Bonds through the book-entry facilities of the Depository and, except as provided in Section 2.12(c), shall not be entitled to physical, fully registered Bonds (each a "Definitive Bond") in respect of such Ownership Interests. All transfers by Bond Owners of their respective Ownership Interests in the Book-Entry Bonds shall be made in accordance with the procedures established by the Depository Participant or brokerage firm representing each such Bond Owner. Each Depository Participant shall only transfer the Ownership Interests in the Book-Entry Bonds of Bond Owners it represents or of brokerage firms for which it acts as agent in accordance with the Depository's normal procedures.
