Common use of Certificated Notes Clause in Contracts

Certificated Notes. (a) A Global Note deposited with the Depository pursuant to Section 2.01 shall be transferred in whole to the beneficial owners thereof in the form of certificated Notes only if such transfer complies with Section 2.06 and (i) the Depository notifies the Issuer that it is unwilling or unable to continue as the Depository for such Global Note, or if at any time the Depository ceases to be a “clearing agency” registered under the Exchange Act and a successor Depository is not appointed by the Issuer within 90 days of such notice, or (ii) the Issuer, at its option, executes and delivers to the Trustee a notice that such Global Note be so transferable, registrable and exchangeable, or (iii) an Event of Default, or an event which after notice or lapse of time or both would be an Event of Default, has occurred and is continuing with respect to the Notes or (iv) such transfer is to the Issuer or an Affiliate of the Issuer. Notice of any such transfer shall be given by the Issuer in accordance with the provisions of Section 13.02(a).

Appears in 3 contracts

Samples: Digicel Pacific LTD, Digicel Group LTD, Digicel Group LTD

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Certificated Notes. (a) A Global Note deposited with the Depository pursuant to Section 2.01 shall be transferred in whole to the beneficial owners thereof in the form of certificated Notes only if such transfer complies with Section 2.06 and (i) the Depository notifies the Issuer Issuers that it is unwilling or unable to continue as the Depository for such Global Note, or if at any time the Depository ceases to be a “clearing agency” registered under the Exchange Act and a successor Depository is not appointed by the Issuer Issuers within 90 days of such notice, or (ii) the IssuerIssuers, at its their option, executes execute and delivers deliver to the Trustee a notice that such Global Note be so transferable, registrable and exchangeable, or (iii) an Event of Default, or an event which after notice or lapse of time or both would be an Event of Default, has occurred and is continuing with respect to the Notes or (iv) such transfer is to the an Issuer or an Affiliate of the an Issuer. Notice of any such transfer shall be given by the Issuer Issuers in accordance with the provisions of Section 13.02(a).

Appears in 2 contracts

Samples: Indenture (Digicel MidCo LTD), Indenture (Transact LTD)

Certificated Notes. (a) A Global Note deposited with the Depository Common Depositary pursuant to Section 2.01 shall be transferred in whole to the beneficial owners thereof in the form of certificated Notes only if such transfer complies with Section 2.06 and (i) the Depository Euroclear or Clearstream, as applicable, (A) notifies the Issuer that it is unwilling or unable to continue to act as depositary for the Depository for such Global Note, Notes or if at any time the Depository ceases (B) has ceased to be a clearing agency” agency registered under the Exchange Act and and, in either case, a successor Depository depositary is not appointed by the Issuer within 90 120 days of such notice, or (ii) the Issuer, at its option, executes and delivers to the Trustee a notice that such Global Note be so transferable, registrable and exchangeable, or (iii) an Event of Default, or an event which after notice or lapse of time or both would be an Event of Default, has occurred and is continuing with respect to the Notes or (iv) the issuance of such transfer certificated Notes is necessary in order for a Holder or beneficial owner to the Issuer present its Note or an Affiliate of the IssuerNotes to a Paying Agent in order to avoid any Tax that is imposed on or with respect to a payment made to such Holder or beneficial owner. Notice of any such transfer shall be given by the Issuer in accordance with the provisions of Section 13.02(a14.02(a).

Appears in 1 contract

Samples: www.grupocodere.com

Certificated Notes. (a) A Global Note deposited with the Depository Common Depositary pursuant to Section 2.01 shall be transferred in whole to the beneficial owners thereof in the form of certificated Notes only if such transfer complies with Section 2.06 and (i) the Depository Euroclear or Clearstream, as applicable, (A) notifies the Issuer Issuers that it is unwilling or unable to continue to act as depositary for the Depository for such Global Note, Notes or if at any time the Depository ceases (B) has ceased to be a clearing agency” agency registered under the Exchange Act and and, in either case, a successor Depository depositary is not appointed by the Issuer Issuers within 90 120 days of such notice, or (ii) the IssuerIssuers, at its their option, executes execute and delivers deliver to the Trustee a notice that such Global Note be so transferable, registrable and exchangeable, or (iii) an Event of Default, or an event which after notice or lapse of time or both would be an Event of Default, has occurred and is continuing with respect to the Notes or (iv) the issuance of such transfer certificated Notes is necessary in order for a Holder or beneficial owner to the Issuer present its Note or an Affiliate of the IssuerNotes to a Paying Agent in order to avoid any Tax that is imposed on or with respect to a payment made to such Holder or beneficial owner. Notice of any such transfer shall be given by the Issuer Issuers in accordance with the provisions of Section 13.02(a).14.02(a).‌

Appears in 1 contract

Samples: www.grupocodere.com

Certificated Notes. (a) A Global Note deposited with the Depository pursuant to Section 2.01 shall be transferred in whole to the beneficial owners thereof in the form of certificated Notes only if such transfer complies with Section 2.06 and (i) the Depository notifies the Issuer that it is unwilling or unable to continue as the Depository for such Global Note, or if at any time the Depository ceases to be a “clearing agency” registered under the Exchange Act and a successor Depository is not appointed by the Issuer within 90 days of such notice, or (ii) the Issuer, at its option, executes and delivers to the Trustee a notice that such Global Note be so transferable, registrable and exchangeable, or (iii) an Event of Default, or an event which after notice or lapse of time or both would be an Event of Default, has occurred and is continuing with respect to the Notes or (iv) such transfer is to the Issuer or an Affiliate a Subsidiary of the Issuer. Notice of any such transfer shall be given by the Issuer in accordance with the provisions of Section 13.02(a)13.02.

Appears in 1 contract

Samples: Digicel Group LTD

Certificated Notes. (a) A Global Note deposited with the Depository pursuant to Section 2.01 shall be transferred in whole to the beneficial owners thereof in the form of certificated Notes only if such transfer complies with Section 2.06 and (i) the Depository notifies the Issuer that it is unwilling or unable to continue as the Depository for such Global Note, or if at any time the Depository ceases to be a “clearing agency” registered under the Exchange Act and a successor Depository is not appointed by the Issuer within 90 days of such notice, or (ii) the Issuer, at its option, executes and delivers to the Trustee a notice that such Global Note be so transferable, registrable and exchangeable, or (iii) an Event of Default, or an event which after notice or lapse of time or both would be an Event of Default, has occurred and is continuing with respect to the Notes or (iv) such transfer is to the Issuer or an Affiliate a Subsidiary of the Issuer. Notice of any such transfer shall be given by the Issuer in accordance with the provisions of Section 13.02(a).

Appears in 1 contract

Samples: Digicel Group LTD

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Certificated Notes. (a) A Global Note deposited with the Depository Common Depositary pursuant to Section 2.01 shall be transferred in whole to the beneficial owners thereof in the form of certificated Notes only if such transfer complies with Section 2.06 and (i) the Depository Euroclear or Clearstream, as applicable, (A) notifies the Issuer that it is unwilling or unable to continue to act as depositary for the Depository for such Global Note, Notes or if at any time the Depository ceases (B) has ceased to be a clearing agency” agency registered under the Exchange Act and and, in either case, a successor Depository depositary is not appointed by the Issuer within 90 120 days of such notice, or (ii) the Issuer, at its option, executes and delivers to the Trustee a notice that such Global Note be so transferable, registrable and exchangeable, or (iii) an Event of Default, or an event which after notice or lapse of time or both would be an Event of Default, has occurred and is continuing with respect to the Notes or (iv) the issuance of such transfer certificated Notes is necessary in order for a Holder or beneficial owner to the Issuer present its Note or an Affiliate of the IssuerNotes to a Paying Agent in order to avoid any Tax that is imposed on or with respect to a payment made to such Holder or beneficial owner. Notice of any such transfer shall be given by the Issuer in accordance with the provisions of Section 13.02(a).Section

Appears in 1 contract

Samples: Intercreditor Agreement

Certificated Notes. (a) A Global Note deposited with the Depository Depositary or with the Trustee as custodian for the Depositary pursuant to Section 2.01 shall be transferred in whole to the beneficial owners thereof in the form of certificated Notes only if such transfer complies with Section 2.06 and (i) the Depository Depositary notifies the Issuer that it is unwilling or unable to continue as the Depository Depositary for such Global Note, Note or if at any time the Depository such Depositary ceases to be a "clearing agency" registered under the Exchange Act and a successor Depository depositary is not appointed by the Issuer within 90 days of such notice, or (ii) the Issuer, at its option, executes and delivers to the Trustee a notice that such Global Note shall be so transferable, registrable and exchangeableexchangeable and such shall be registrable, or (iii) an Event of Default, or an event which after notice or lapse of time or both would be an Event of Default, has occurred and is continuing with respect to the Notes or (iv) such transfer is to the Issuer or an Affiliate of the Issuer. Notice of any such transfer shall be given by the Issuer in accordance with the provisions of Section 13.02(a)Notes.

Appears in 1 contract

Samples: PTC International Finance Holding B V

Certificated Notes. (a) A Global Note deposited with the Depository pursuant to Section 2.01 shall be transferred in whole to the beneficial owners thereof in the form of certificated Notes only if such transfer complies with Section 2.06 and (i) the Depository notifies the Issuer that it is unwilling or unable to continue as the Depository for such Global Note, or if at any time the Depository ceases to be a “clearing agency” registered under the Exchange Act and a successor Depository is not appointed by the Issuer within 90 days of such notice, or (ii) the Issuer, at its option, executes and delivers to the Trustee a notice that such Global Note be so transferable, registrable and exchangeable, or (iii) an Event of Default, or an event which after notice or lapse of time or both would be an Event of Default, has occurred and is continuing with respect to the Notes or (iv) such transfer is to the Issuer or an Affiliate affiliate of the Issuer. Notice of any such transfer shall be given by the Issuer in accordance with the provisions of Section 13.02(a).

Appears in 1 contract

Samples: Digicel Group LTD

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