Book-Entry Preferred Securities Clause Samples
The Book-Entry Preferred Securities clause establishes that the preferred securities issued under the agreement will be maintained and transferred electronically through a centralized depository system, rather than by issuing physical certificates. In practice, this means investors hold their interests in the securities through accounts with financial institutions that are participants in the depository, and all transfers or settlements are recorded electronically. This approach streamlines the process of buying, selling, and managing securities, reduces the risk of loss or theft of physical certificates, and increases efficiency in the administration of the securities.
Book-Entry Preferred Securities. (a) A Global Preferred Security may be exchanged, in whole or in part, for Definitive Preferred Securities Certificates registered in the names of the Owners only if such exchange complies with Section 5.7 and (i) the Depositary advises the Administrative Trustees and the Property Trustee in writing that the Depositary is no longer willing or able properly to discharge its responsibilities with respect to the Global Preferred Security, and no qualified successor is appointed by the Administrative Trustees within ninety (90) days of receipt of such notice, (ii) the Depositary ceases to be a clearing agency registered under the Exchange Act and the Administrative Trustees fail to appoint a qualified successor within ninety (90) days of obtaining knowledge of such event, (iii) the Administrative Trustees at their option advise the Property Trustee in writing that the Trust elects to terminate the book-entry system through the Depositary or (iv) a Note Event of Default has occurred and is continuing. Upon the occurrence of any event specified in clause (i), (ii), (iii) or (iv) above, the Administrative Trustees shall notify the Depositary and instruct the Depositary to notify all Owners of Book-Entry Preferred Securities, the Delaware Trustee and the Property Trustee of the occurrence of such event and of the availability of the Definitive Preferred Securities Certificates to Owners of the Preferred Securities requesting the same. Upon the issuance of Definitive Preferred Securities Certificates, the Trustees shall recognize the Holders of the Definitive Preferred Securities Certificates as Holders. Notwithstanding the foregoing, if an Owner of a beneficial interest in a Global Preferred Security wishes at any time to transfer an interest in such Global Preferred Security to a Person other than a QIB/QP, such transfer shall be effected, subject to the Applicable Depositary Procedures, in accordance with the provisions of this Section 5.6 and Section 5.7, and the transferee shall receive a Definitive Preferred Securities Certificate in connection with such transfer. A holder of a Definitive Preferred Securities Certificate that is a QIB/QP may, upon request and in accordance with the provisions of this Section 5.6 and Section 5.7, exchange such Definitive Preferred Securities Certificate for a beneficial interest in a Global Preferred Security.
(b) If any Global Preferred Security is to be exchanged for Definitive Preferred Securities Certificates or canceled i...
Book-Entry Preferred Securities. If any Global Preferred Security is to be exchanged for Definitive Preferred Securities Certificates or canceled in part, or if any Definitive Preferred Securities Certificate is to be exchanged in whole or in part for any Global Preferred Security, then either
Book-Entry Preferred Securities. SECTION 5.7. Registration of Transfer and Exchange of Preferred Securities Certificates SECTION 5.8. Mutilated, Destroyed, Lost or Stolen Securities Certificates SECTION 5.9. Persons Deemed Holders SECTION 5.10. Cancellation SECTION 5.11. Ownership of Common Securities by Depositor SECTION 5.12. Restricted Legends SECTION 5.13. Form of Certificate of Authentication ARTICLE VI. MEETINGS; VOTING; ACTS OF HOLDERS
Book-Entry Preferred Securities. (a) A Global Preferred Security may be exchanged, in whole or in part, for Definitive Preferred Securities Certificates registered in the names of the Owners only if such exchange complies with Section 5.7 and (i) the Depositary advises the Administrative Trustees and the Property Trustee in writing that the Depositary is no longer willing or able properly to discharge its responsibilities with respect to the Global Preferred Security, and no qualified successor is appointed by the Administrative Trustees within ninety (90) days of receipt of such notice, (ii) the Depositary ceases to be a clearing agency registered under the Exchange Act and the Administrative Trustees fail to appoint a qualified successor within ninety (90) days of obtaining knowledge of such event,
Book-Entry Preferred Securities. (a) Each Global Preferred Security issued under this Agreement shall be registered in the name of the Clearing Agency or a nominee thereof and delivered to such Clearing Agency or a nominee thereof or custodian therefor, and each such Global Preferred Security shall constitute a single Preferred Securities Certificate for all purposes of this Agreement.
(b) Notwithstanding any other provision in this Trust Agreement, no Global Preferred Security may be exchanged in whole or in part for Preferred Securities Certificates registered, and no transfer of a Global Preferred Security in whole or in part may be registered, in the name of any Person other than the Clearing Agency for such Global Preferred Security or a nominee thereof unless (i) the Clearing Agency advises the Property Trustee in writing that the Clearing Agency is no longer willing or able to properly discharge its responsibilities with respect to the Global Preferred Security, and the Administrators, on behalf of the Issuer Trust, is unable to locate a qualified successor, (ii) the Administrators on behalf of the Issuer Trust at their option advise the Depositary in writing that they elect to terminate the book-entry system through the Clearing Agency, or (iii) a Debenture Event of