Common use of DEADLINE FOR RESPONSE Clause in Contracts

DEADLINE FOR RESPONSE. [DATE] * The Depository Trust Company (“DTC”) has identified you as a DTC Participant through which beneficial interests in Tyco International Finance S.A.’s (the “Company”) $421,961,000 7.0% Notes due 2019 and $707,404,000 6.875% Notes due 2021 (together, the “Securities”) are held. The Company is in the process of registering the Securities under the Securities Act of 1933 for resale by the beneficial owners thereof. In order to have their Securities included in the registration statement, beneficial owners must complete and return the enclosed Notice of Registration Statement and Selling Securityholder Questionnaire. It is important that beneficial owners of the Securities receive a copy of the enclosed materials as soon as possible as their rights to have the Securities included in the registration statement depend upon their returning the Notice and Questionnaire by [Deadline For Response]. Please forward a copy of the enclosed documents to each beneficial owner that holds interests in the Securities through you. If you require more copies of the enclosed materials or have any questions pertaining to this matter, please contact: Tyco International Finance S.A., 00, Xxxxxxxxx xx xx Xxxxxx Xxxxxxxx Xxxxxxxxx, X-0000 Luxembourg(Telephone: (000) 000-000-0). * Not less than 28 calendar days from date of mailing. Tyco International Finance S.A. Notice of Registration Statement and Selling Securityholder Questionnaire (Date) Reference is hereby made to the Exchange and Registration Rights Agreement (the “Exchange and Registration Rights Agreement”) among Tyco International Finance S.A. (the “Company”), Tyco International Ltd. and the Purchasers named therein. Pursuant to the Exchange and Registration Rights Agreement, the Company has filed with the United States Securities and Exchange Commission (the “Commission”) a registration statement on Form [ ] (the “Shelf Registration Statement”) for the registration and resale under Rule 415 of the Securities Act of 1933, as amended (the “Securities Act”), of the Company’s $421,961,000 7.0% Notes due 2019 and $707,404,000 6.875% Notes due 2021 (together, the “Securities”). A copy of the Exchange and Registration Rights Agreement is attached hereto. All capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Exchange and Registration Rights Agreement. Each beneficial owner of Registrable Securities (as defined below) is entitled to have the Registrable Securities beneficially owned by it included in the Shelf Registration Statement. In order to have Registrable Securities included in the Shelf Registration Statement, this Notice of Registration Statement and Selling Securityholder Questionnaire (“Notice and Questionnaire”) must be completed, executed and delivered to the Company’s counsel at the address set forth herein for receipt ON OR BEFORE [Deadline for Response]. Beneficial owners of Registrable Securities who do not complete, execute and return this Notice and Questionnaire by such date (i) will not be named as selling securityholders in the Shelf Registration Statement and (ii) may not use the Prospectus forming a part thereof for resales of Registrable Securities. Certain legal consequences arise from being named as a selling securityholder in the Shelf Registration Statement and related Prospectus. Accordingly, holders and beneficial owners of Registrable Securities are advised to consult their own securities law counsel regarding the consequences of being named or not being named as a selling securityholder in the Shelf Registration Statement and related Prospectus.

Appears in 1 contract

Samples: Tyco International LTD /Ber/

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DEADLINE FOR RESPONSE. [DATE] * The Depository Trust Company (“DTC”) has identified you as a DTC Participant through which beneficial interests in Tyco International Finance S.A.’s (the “Company”) $421,961,000 7.0% Notes due 2019 and $707,404,000 6.875% Notes due 2021 2025 (together, CUSIP Nos.: 71654Q DG4 and P7S08V BZ3) (the “Securities”) of Petróleos Mexicanos (the “Issuer”) are held. The Company Issuer is in the process of registering the Securities under the Securities Act of 1933 for resale by the beneficial owners thereof. In order to have their Securities included in the registration statement, beneficial owners must complete and return the enclosed Notice of Registration Statement and Selling Securityholder Questionnaire. It is important that beneficial owners of the Securities receive a copy of the enclosed materials as soon as possible as their rights to have the Securities included in the registration statement depend upon their returning the Notice and Questionnaire by [Deadline For Response]. Please forward a copy of the enclosed documents to each beneficial owner that holds interests in the Securities through you. If you require more copies of the enclosed materials or have any questions pertaining to this matter, please contact: Tyco International Finance S.A.contact Petróleos Mexicanos, 00, Xxxxxxxxx xx xx Xxxxxxx Xxxxxx Xxxxxxxx XxxxxxxxxXx. 000, X-0000 Luxembourg(TelephoneXxxxxxx Xxxxxxxx Xxxxxxx, Xxxxxx xx Xxxxxx, 00000, Xxxxxx; E-mail: (000) 000-000-0)xx@xxxxx.xxx, Attention: Relación con Inversionistas. * Not less than 28 calendar days from date of mailing. Tyco International Finance S.A. Petróleos Mexicanos Notice of Registration Statement and Selling Securityholder Questionnaire (Date) Reference is hereby made to the Exchange and Registration Rights Agreement dated October 16, 2020 (the “Exchange and Registration Rights Agreement”) among Tyco International Finance S.A. Petróleos Mexicanos (the “CompanyIssuer), Tyco International Ltd. ) and the Purchasers named therein. Pursuant to the Exchange and Registration Rights Agreement, the Company has filed Issuer intends to file with the United States Securities and Exchange Commission (the “Commission”) a registration statement on Form [ [__] (the “Shelf Registration Statement”) for the registration and resale under Rule 415 of the Securities Act of 1933, as amended (the “Securities Act”), of the CompanyIssuer’s $421,961,000 7.0% Notes due 2019 and $707,404,000 6.875% Notes due 2021 2025 (together, CUSIP Nos.: 71654Q DG4 and P7S08V BZ3) (the “Securities”). A copy of the Exchange and Registration Rights Agreement is attached hereto. All capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Exchange and Registration Rights Agreement. Each beneficial owner of Registrable Securities (as defined below) is entitled to have the Registrable Securities beneficially owned by it included in the Shelf Registration Statement. In order to have Registrable Securities included in the Shelf Registration Statement, this Notice of Registration Statement and Selling Securityholder Questionnaire (“Notice and Questionnaire”) must be completed, executed and delivered to the CompanyIssuer’s counsel at the address set forth herein for receipt ON OR BEFORE [Deadline for Response]. Beneficial owners of Registrable Securities who do not complete, execute and return this Notice and Questionnaire by such date (i) will not be named as selling securityholders in the Shelf Registration Statement and (ii) may not use the Prospectus prospectus forming a part thereof for resales of Registrable Securities. Certain legal consequences arise from being named as a selling securityholder in the Shelf Registration Statement and related Prospectusprospectus. Accordingly, holders and beneficial owners of Registrable Securities are advised to consult their own securities law counsel regarding the consequences of being named or not being named as a selling securityholder in the Shelf Registration Statement and related Prospectus.prospectus. ELECTION The undersigned holder (the “Selling Securityholder”) of Registrable Securities hereby elects to include in the Shelf Registration Statement the Registrable Securities beneficially owned by it and listed below in Item (3). The undersigned, by signing and returning this Notice and Questionnaire, agrees to be bound with respect to such Registrable Securities by the terms and conditions of this Notice and Questionnaire and the Exchange and Registration Rights Agreement. Such holder agrees severally and not jointly, to (i) indemnify and hold harmless the Issuer and all other holders of Registrable Securities, against any losses, claims, damages or liabilities to which the Issuer or such other holders of Registrable Securities may become subject, under the Securities Act or otherwise, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon an untrue statement or alleged untrue statement of a material fact contained in such registration statement, or any preliminary, final or summary prospectus contained therein or furnished by the Issuer to any such holder or underwriter, or any amendment or supplement thereto, or arise out of or are based upon the omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading, in each case to the extent, but only to the extent, that such untrue statement or alleged untrue statement or omission or alleged omission was made in reliance upon and in conformity with written information furnished to the Issuer by such holder expressly for use therein, and (ii) reimburse the Issuer for any reasonable and duly documented legal or other expenses incurred by the Issuer in connection with investigating or defending any such action or claim as such expenses are incurred; provided, however, that no such holder shall be required to undertake liability to any person hereunder for any amounts in excess of the dollar amount of the proceeds to be received by such holder from the sale of such holder’s Registrable Securities pursuant to such registration. Upon any sale of Registrable Securities pursuant to the Shelf Registration Statement, the Selling Securityholder will be required to deliver to the Issuer and the Trustee the Notice of Transfer set forth in Appendix A to the Prospectus and as Exhibit B to the Exchange and Registration Rights Agreement. The Selling Securityholder hereby provides the following information to the Issuer and represents and warrants that such information is accurate and complete: QUESTIONNAIRE

Appears in 1 contract

Samples: Pemex Exploration & Production PEP

DEADLINE FOR RESPONSE. [DATE] ]* The Depository Trust Company (“DTC”) has identified you as a DTC Participant through which beneficial interests in Tyco International Finance S.A.’s the Xxxxxxxx Offshore Services, Inc. (the “Company”) $421,961,000 7.06.125% Senior Notes due 2019 and $707,404,000 6.875% Notes due 2021 2014 (together, the “Securities”) are held. The Company is in the process of registering the Securities under the Securities Act of 1933 for resale by the beneficial owners thereof. In order to have their Securities included in the registration statement, beneficial owners must complete and return the enclosed Notice of Registration Statement and Selling Securityholder Questionnaire. It is important that beneficial owners of the Securities receive a copy of the enclosed materials as soon as possible as their rights to have the Securities included in the registration statement depend upon their returning the Notice and Questionnaire by [Deadline For Response]. Please forward a copy of the enclosed documents to each beneficial owner that holds interests in the Securities through you. If you require more copies of the enclosed materials or have any questions pertaining to this matter, please contact: Tyco International Finance S.A.contact Xxxxxxxx Offshore Services, 00Inc., 000 Xxxxxxxxx Xxxxxxxxx, Xxxxx 000, Xxxxxxxxx, Xxxxxxxxx xx xx Xxxxxx Xxxxxxxx Xxxxxxxxx, X-0000 Luxembourg(Telephone: 00000 (telephone (000) 000-000-00000). * Not less than 28 calendar days from date of mailing. Tyco International Finance S.A. Xxxxxxxx Offshore Services, Inc. Notice of Registration Statement and Selling Securityholder Questionnaire (Date) Reference is hereby made to the Exchange and Registration Rights Agreement (the “Exchange and Registration Rights Agreement”) among Tyco International Finance S.A. Xxxxxxxx Offshore Services, Inc. (the “Company”), Tyco International Ltd. the Guarantors named therein and the Purchasers named therein. Pursuant to the Exchange and Registration Rights Agreement, the Company has filed with the United States Securities and Exchange Commission (the “Commission”) a registration statement on Form [ ] S-3 (the “Shelf Registration Statement”) for the registration and resale under Rule 415 of the Securities Act of 1933, as amended (the “Securities Act”), of the Company’s $421,961,000 7.06.125% Senior Notes due 2019 and $707,404,000 6.875% Notes due 2021 2014 (together, the “Securities”). A copy of the Exchange and Registration Rights Agreement is attached hereto. All capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Exchange and Registration Rights Agreement. Each beneficial owner of Registrable Securities (as defined below) is entitled to have the Registrable Securities beneficially owned by it included in the Shelf Registration Statement. In order to have Registrable Securities included in the Shelf Registration Statement, this Notice of Registration Statement and Selling Securityholder Questionnaire (“Notice and Questionnaire”) must be completed, executed and delivered to the Company’s counsel at the address set forth herein for receipt ON OR BEFORE [Deadline for Response]. Beneficial owners of Registrable Securities who do not complete, execute and return this Notice and Questionnaire by such date (i) will not be named as selling securityholders in the Shelf Registration Statement and (ii) may not use the Prospectus forming a part thereof for resales of Registrable Securities. Certain legal consequences arise from being named as a selling securityholder in the Shelf Registration Statement and related Prospectus. Accordingly, holders and beneficial owners of Registrable Securities are advised to consult their own securities law counsel regarding the consequences of being named or not being named as a selling securityholder in the Shelf Registration Statement and related Prospectus.

Appears in 1 contract

Samples: Hornbeck Offshore Services Inc /La

DEADLINE FOR RESPONSE. [DATE] * The Depository Trust Company (“DTC”) has identified you as a DTC Participant through which beneficial interests in Tyco International Finance S.A.the Issuer’s 4.75% Senior Notes due 2010 (the “CompanyNotes) $421,961,000 7.0% Notes due 2019 and $707,404,000 6.875% Notes due 2021 (together), the “Securities”) are held. The Company Issuer is in the process of registering the Securities Notes under the Securities Act of 1933 1933, as amended for resale by the beneficial owners thereof. In order to have their Securities Notes included in the registration statement, beneficial owners must complete and return the enclosed Notice of Registration Statement and Selling Securityholder Questionnaire. It is important that beneficial owners of the Securities Notes receive a copy of the enclosed materials as soon as possible as their rights to have the Securities Notes included in the registration statement as of the date and time such registration statement becomes or is declared effective by the Securities and Exchange Commission depend upon their returning the Notice and Questionnaire by [Deadline For ResponseDEADLINE FOR RESPONSE]. Please forward a copy of the enclosed documents to each beneficial owner that holds interests in the Securities Notes through you. If you require more copies of the enclosed materials or have any questions pertaining to this matter, please contactcontact Télefonos de México, S.A. de C.V., Parque Vía 190-1016, Xxxxxxx Xxxxxxxxxx, 06599, México, D.F., México, (telefax: Tyco International Finance S.A.000 (00)00 0000 0000), 00Attention: Ing. Xxxxxx Xxxxxx Xxxxx. XXXXXXXXX XX XXXXXX, Xxxxxxxxx xx xx Xxxxxx Xxxxxxxx Xxxxxxxxx, X-0000 Luxembourg(Telephone: S.A. DE C.V. (000the “Issuer”) 000-000-0). * Not less than 28 calendar days from date of mailing. Tyco International Finance S.A. Notice of Registration Statement and Selling Securityholder Questionnaire ([Date) ] Reference is hereby made to the Exchange and Registration Rights Agreement (the “Exchange and Registration Rights Agreement”) among Tyco International Finance S.A. (the “Company”), Tyco International Ltd. Issuer and the Initial Purchasers named therein. Pursuant to the Exchange and Registration Rights Agreement, the Company Issuer has filed with the United States Securities and Exchange Commission (the “Commission”) a registration statement on Form [ ] (the “Shelf Resale Registration Statement”) for the registration and resale under Rule 415 of the Securities Act of 1933, as amended (the “Securities Act”), of the CompanyIssuer’s $421,961,000 7.04.75% Senior Notes due 2019 and $707,404,000 6.875% Notes due 2021 2010 (together, the “SecuritiesNotes”). A copy of the Exchange and Registration Rights Agreement is attached hereto. All capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Exchange and Registration Rights Agreement. Each beneficial owner of Registrable Securities (as defined below) Notes is entitled to have the Registrable Securities Notes beneficially owned by it included in the Shelf Resale Registration Statement. In order to have Registrable Securities Notes included in the Shelf Resale Registration StatementStatement as of its Effective Time, this Notice of Registration Statement and Selling Securityholder Questionnaire (“Notice and Questionnaire”) must be completed, executed and delivered to the CompanyIssuer’s counsel at the address set forth herein for receipt ON OR BEFORE [Deadline for ResponseDEADLINE FOR RESPONSE]. Beneficial owners Any beneficial owner of Registrable Securities Notes who do does not complete, execute and return this Notice and Questionnaire by such date (i) will not be named as a selling securityholders securityholder in the Shelf Resale Registration Statement and (ii) may not use the Prospectus prospectus forming a part thereof for resales of Registrable SecuritiesNotes; provided, however, that if any such beneficial owner delivers this Notice and Questionnaire to the Issuer after such date, the Issuer shall take any action reasonably necessary to cause such beneficial owner to be named as a selling securityholder in the Resale Registration Statement and to enable such beneficial owner to use the prospectus forming a part thereof for resales of Registrable Notes, in each case, as soon as reasonably practicable after the Effective Time. Certain legal consequences arise from being named as a selling securityholder in the Shelf Resale Registration Statement and related Prospectusprospectus. Accordingly, holders and beneficial owners of Registrable Securities Notes are advised to consult their own securities law counsel regarding the consequences of being named or not being named as a selling securityholder in the Shelf Resale Registration Statement and related Prospectusprospectus.

Appears in 1 contract

Samples: Exchange and Registration Rights Agreement (Telefonos De Mexico S a De C V)

DEADLINE FOR RESPONSE. [DATE] * The Depository Trust Company (“DTC”) has identified you as a DTC Participant through which beneficial interests in Tyco International Finance S.A.’s the 12.5%/15.0% Senior Subordinated Notes due 2016 (the “CompanySecurities”) $421,961,000 7.0% Notes due 2019 and $707,404,000 6.875% Notes due 2021 issued by RADIO ONE, INC. (together, the “SecuritiesIssuer”) are held. The Company Issuer is in the process of registering the Securities under the Securities Act of 1933 1933, as amended, for resale by the beneficial owners thereof. In order to have their Securities included in the registration statement, beneficial owners must complete and return the enclosed Notice of Registration Statement and Selling Securityholder Questionnaire. It is important that beneficial owners of the Securities receive a copy of the enclosed materials as soon as possible as their rights to have the Securities included in the registration statement depend upon their returning the Notice and Questionnaire by [Deadline For Response]. Please forward a copy of the enclosed documents to each beneficial owner that holds interests in the Securities through you. If you require more copies of the enclosed materials or have any questions pertaining to this matter, please contactcontact RADIO ONE, INC. at: Tyco International Finance S.A.RADIO ONE, 00INC. 5000 Xxxxxxxx Xxxxxx Xxxxxxx 0xx Xxxxx Xxxxxx, Xxxxxxxxx xx xx Xxxxxx Xxxxxxxx Xxxxxxxxx, X-0000 Luxembourg(Telephone: (000) 000-000-0). * XX 20706 *Not less than 28 calendar days from date of mailing. Tyco International Finance S.A. RADIO ONE, INC. Notice of Registration Statement and Selling Securityholder Questionnaire (Date) Reference is hereby made to the Exchange and Registration Rights Agreement (the “Exchange and Registration Rights Agreement”) among Tyco International Finance S.A. RADIO ONE, INC. (the “CompanyIssuer”), Tyco International Ltd. the Guarantors on the signature pages thereto and the Purchasers Participants named therein. Pursuant to the Exchange and Registration Rights Agreement, the Company Issuer has filed or will file with the United States Securities and Exchange Commission (the “CommissionSEC”) a registration statement on Form [ [__] (the “Shelf Registration Statement”) for the registration and resale under Rule 415 of the Securities Act of 1933, as amended (the “Securities Act”), of the CompanyIssuer’s $421,961,000 7.012.5%/15.0% Senior Subordinated Notes due 2019 and $707,404,000 6.875% Notes due 2021 2016 (together, the “Securities”). A copy of the Exchange and Registration Rights Agreement is attached heretohas been filed as an exhibit to the Shelf Registration Statement and can be obtained from the SEC’s website at wxx.xxx.xxx. All capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Exchange and Registration Rights Agreement. Each beneficial owner of Registrable Securities (as defined below) is entitled to have the Registrable Securities beneficially owned by it included in the Shelf Registration Statement. In order to have Registrable Securities included in the Shelf Registration Statement, this Notice of Registration Statement and Selling Securityholder Questionnaire (“Notice and Questionnaire”) must be completed, executed and delivered to the CompanyIssuer’s counsel at the address set forth herein for receipt ON OR BEFORE [Deadline for Response]. Beneficial owners of Registrable Securities who do not properly complete, execute and return this Notice and Questionnaire by such date (i) will not be named as selling securityholders security holders in the Shelf Registration Statement and (ii) may not use the Prospectus forming a part thereof for resales of Registrable Securities. Certain legal consequences arise from being named as a selling securityholder security holder in the Shelf Registration Statement and related Prospectus. Accordingly, holders and beneficial owners of Registrable Securities are advised to consult their own securities law counsel regarding the consequences of being named or not being named as a selling securityholder security holder in the Shelf Registration Statement and related Prospectus.

Appears in 1 contract

Samples: Exchange and Registration Rights Agreement (Radio One, Inc.)

DEADLINE FOR RESPONSE. [DATE] * The Depository Trust Company (“DTC”) has identified you as a DTC Participant through which beneficial interests in Tyco International Finance S.A.’s 5.950% Notes due 2031 (CUSIP Nos.: 00000XXX0 and X00000XX0) and 6.950% Bonds due 2060 (CUSIP Nos.: 00000XXX0 and X00000XX0) (the “CompanySecurities”) $421,961,000 7.0% Notes due 2019 and $707,404,000 6.875% Notes due 2021 of Petróleos Mexicanos (together, the “SecuritiesIssuer”) are held. The Company Issuer is in the process of registering the Securities under the Securities Act of 1933 for resale by the beneficial owners thereof. In order to have their Securities included in the registration statement, beneficial owners must complete and return the enclosed Notice of Registration Statement and Selling Securityholder Questionnaire. It is important that beneficial owners of the Securities receive a copy of the enclosed materials as soon as possible as their rights to have the Securities included in the registration statement depend upon their returning the Notice and Questionnaire by [Deadline For Response]. Please forward a copy of the enclosed documents to each beneficial owner that holds interests in the Securities through you. If you require more copies of the enclosed materials or have any questions pertaining to this matter, please contact: Tyco International Finance S.A.contact Petróleos Mexicanos, 00, Xxxxxxxxx xx xx Xxxxxxx Xxxxxx Xxxxxxxx XxxxxxxxxXx. 000, X-0000 Luxembourg(TelephoneXxxxxxx Xxxxxxxx Xxxxxxx, Xxxxxx xx Xxxxxx, 00000, Xxxxxx; E-mail: (000) 000-000-0)xx@xxxxx.xxx, Attention: Relación con Inversionistas. * Not less than 28 calendar days from date of mailing. Tyco International Finance S.A. Petróleos Mexicanos Notice of Registration Statement and Selling Securityholder Questionnaire (Date) Reference is hereby made to the Exchange and Registration Rights Agreement dated January 28, 2020 (the “Exchange and Registration Rights Agreement”) among Tyco International Finance S.A. Petróleos Mexicanos (the “CompanyIssuer), Tyco International Ltd. ) and the Purchasers named therein. Pursuant to the Exchange and Registration Rights Agreement, the Company has filed Issuer intends to file with the United States Securities and Exchange Commission (the “Commission”) a registration statement on Form [ [__] (the “Shelf Registration Statement”) for the registration and resale under Rule 415 of the Securities Act of 1933, as amended (the “Securities Act”), of the CompanyIssuer’s $421,961,000 7.05.950% Notes due 2019 2031 (CUSIP Nos.: 00000XXX0 and $707,404,000 6.875X00000XX0) and 6.950% Notes Bonds due 2021 2060 (together, CUSIP Nos.: 00000XXX0 and X00000XX0) (the “Securities”). A copy of the Exchange and Registration Rights Agreement is attached hereto. All capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Exchange and Registration Rights Agreement. Each beneficial owner of Registrable Securities (as defined below) is entitled to have the Registrable Securities beneficially owned by it included in the Shelf Registration Statement. In order to have Registrable Securities included in the Shelf Registration Statement, this Notice of Registration Statement and Selling Securityholder Questionnaire (“Notice and Questionnaire”) must be completed, executed and delivered to the CompanyIssuer’s counsel at the address set forth herein for receipt ON OR BEFORE [Deadline for Response]. Beneficial owners of Registrable Securities who do not complete, execute and return this Notice and Questionnaire by such date (i) will not be named as selling securityholders in the Shelf Registration Statement and (ii) may not use the Prospectus prospectus forming a part thereof for resales of Registrable Securities. Certain legal consequences arise from being named as a selling securityholder in the Shelf Registration Statement and related Prospectusprospectus. Accordingly, holders and beneficial owners of Registrable Securities are advised to consult their own securities law counsel regarding the consequences of being named or not being named as a selling securityholder in the Shelf Registration Statement and related Prospectus.prospectus. ELECTION The undersigned holder (the “Selling Securityholder”) of Registrable Securities hereby elects to include in the Shelf Registration Statement the Registrable Securities beneficially owned by it and listed below in Item (3). The undersigned, by signing and returning this Notice and Questionnaire, agrees to be bound with respect to such Registrable Securities by the terms and conditions of this Notice and Questionnaire and the Exchange and Registration Rights Agreement. Such holder agrees severally and not jointly, to (i) indemnify and hold harmless the Issuer and all other holders of Registrable Securities, against any losses, claims, damages or liabilities to which the Issuer or such other holders of Registrable Securities may become subject, under the Securities Act or otherwise, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon an untrue statement or alleged untrue statement of a material fact contained in such registration statement, or any preliminary, final or summary prospectus contained therein or furnished by the Issuer to any such holder or underwriter, or any amendment or supplement thereto, or arise out of or are based upon the omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading, in each case to the extent, but only to the extent, that such untrue statement or alleged untrue statement or omission or alleged omission was made in reliance upon and in conformity with written information furnished to the Issuer by such holder expressly for use therein, and (ii) reimburse the Issuer for any reasonable and duly documented legal or other expenses incurred by the Issuer in connection with investigating or defending any such action or claim as such expenses are incurred; provided, however, that no such holder shall be required to undertake liability to any person hereunder for any amounts in excess of the dollar amount of the proceeds to be received by such holder from the sale of such holder’s Registrable Securities pursuant to such registration. Upon any sale of Registrable Securities pursuant to the Shelf Registration Statement, the Selling Securityholder will be required to deliver to the Issuer and the Trustee the Notice of Transfer set forth in Appendix A to the Prospectus and as Exhibit B to the Exchange and Registration Rights Agreement. The Selling Securityholder hereby provides the following information to the Issuer and represents and warrants that such information is accurate and complete: QUESTIONNAIRE

Appears in 1 contract

Samples: Pemex Logistics

DEADLINE FOR RESPONSE. [DATE] * The Depository Trust Company (“DTC”) has identified you as a DTC Participant through which beneficial interests in Tyco International Finance S.A.’s the 5.299% Global Notes due 2025 (CUSIP Nos.: 71647N AT6 and N6945A AJ6) and the 5.999% Global Notes due 2028 (CUSIP Nos.: 71647N AW9 and N6945A AK3) (the “CompanySecurities”) $421,961,000 7.0% Notes due 2019 and $707,404,000 6.875% Notes due 2021 of Petrobras Global Finance B.V. (together, the “SecuritiesIssuer”) are held. The Company Issuer is in the process of registering the Securities under the Securities Act of 1933 for resale by the beneficial owners thereof. In order to have their Securities included in the registration statement, beneficial owners must complete and return the enclosed Notice of Registration Statement and Selling Securityholder Questionnaire. It is important that beneficial owners of the Securities receive a copy of the enclosed materials as soon as possible as their rights to have the Securities included in the registration statement depend upon their returning the Notice and Questionnaire by [Deadline For Response]. Please forward a copy of the enclosed documents to each beneficial owner that holds interests in the Securities through you. If you require more copies of the enclosed materials or have any questions pertaining to this matter, please contact: Tyco International Finance S.A., 00, [Investor Relations Department Petróleo Brasileiro S.A.-Petrobras Xxxxxxx Xxxxxxxxx xx xx Xxxxx, 00 — 13th Floor 20031-912 — Rio de Janeiro — RJ, Brazil Attn: Xxxxx Xxxxxx Xxxxxxxx XxxxxxxxxXxxxxxx, X-0000 Luxembourg(TelephoneFinance Department, General Manager of Corporate Finance Telephone: +00 (00000) 0000000-0000000/0000-0). 0000 Fax: +00 (00) 0000-0000 E-mail: xxxxxxxxxxx@xxxxxxxxx.xxx.xx] * Not less than 28 calendar days from date of mailing. Tyco International Petrobras Global Finance S.A. B.V. Notice of Registration Statement and Selling Securityholder Questionnaire (Date) Reference is hereby made to the Exchange and Registration Rights Agreement dated September 27, 2017 (the “Exchange and Registration Rights Agreement”) among Tyco International Petrobras Global Finance S.A. B.V. (the “CompanyIssuer”), Tyco International Ltd. Petróleo Brasileiro S.A. – Petrobras (the “Guarantor”), the Initial Purchasers and the Purchasers Dealer Managers named therein. Pursuant to the Exchange and Registration Rights Agreement, the Company has filed Issuer intends to file with the United States Securities and Exchange Commission (the Commission”) a registration statement on Form [ [__] (the “Shelf Registration Statement”) for the registration and resale under Rule 415 of the Securities Act of 1933, as amended (the “Securities Act”), of the CompanyIssuer’s $421,961,000 7.05.299% Global Notes due 2019 2025 (CUSIP Nos.: 71647N AT6 and $707,404,000 6.875N6945A AJ6) and the 5.999% Global Notes due 2021 2028 (together, CUSIP Nos.: 71647N AW9 and N6945A AK3) (the “Securities”). A copy of the Exchange and Registration Rights Agreement is attached hereto. All capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Exchange and Registration Rights Agreement. Each beneficial owner of Registrable Securities (as defined below) is entitled to have the Registrable Securities beneficially owned by it included in the Shelf Registration Statement. In order to have Registrable Securities included in the Shelf Registration Statement, this Notice of Registration Statement and Selling Securityholder Questionnaire (“Notice and Questionnaire”) must be completed, executed and delivered to the CompanyIssuer’s counsel at the address set forth herein for receipt ON OR BEFORE [Deadline for Response]. Beneficial owners of Registrable Securities who do not complete, execute and return this Notice and Questionnaire by such date (i) will not be named as selling securityholders in the Shelf Registration Statement and (ii) may not use the Prospectus prospectus forming a part thereof for resales of Registrable Securities. Certain legal consequences arise from being named as a selling securityholder in the Shelf Registration Statement and related Prospectusprospectus. Accordingly, holders and beneficial owners of Registrable Securities are advised to consult their own securities law counsel regarding the consequences of being named or not being named as a selling securityholder in the Shelf Registration Statement and related Prospectus.prospectus. ELECTION The undersigned holder (the “Selling Securityholder”) of Registrable Securities hereby elects to include in the Shelf Registration Statement the Registrable Securities beneficially owned by it and listed below in Item (3). The undersigned, by signing and returning this Notice and Questionnaire, agrees to be bound with respect to such Registrable Securities by the terms and conditions of this Notice and Questionnaire and the Registration Rights Agreement. Such holder agrees severally and not jointly, to (i) indemnify and hold harmless the Issuer and all other holders of Registrable Securities, against any losses, claims, damages or liabilities to which the Issuer or such other holders of Registrable Securities may become subject, under the Securities Act or otherwise, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon an untrue statement or alleged untrue statement of a material fact contained in such registration statement, or any preliminary, final or summary prospectus contained therein or furnished by the Issuer to any such holder or underwriter, or any amendment or supplement thereto, or arise out of or are based upon the omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading, in each case to the extent, but only to the extent, that such untrue statement or alleged untrue statement or omission or alleged omission was made in reliance upon and in conformity with written information furnished to the Issuer by such holder expressly for use therein, and (ii) reimburse the Issuer for any reasonable and duly documented legal or other expenses incurred by the Issuer in connection with investigating or defending any such action or claim as such expenses are incurred; provided, however, that no such holder shall be required to undertake liability to any person hereunder for any amounts in excess of the dollar amount of the proceeds to be received by such holder from the sale of such holder’s Registrable Securities pursuant to such registration. Upon any sale of Registrable Securities pursuant to the Shelf Registration Statement, the Selling Securityholder will be required to deliver to the Issuer and the Trustee the Notice of Transfer set forth in Appendix A to the Prospectus and as Exhibit B to the Registration Rights Agreement. The Selling Securityholder hereby provides the following information to the Issuer and represents and warrants that such information is accurate and complete: QUESTIONNAIRE

Appears in 1 contract

Samples: Registration Rights Agreement (Petrobras Global Finance B.V.)

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DEADLINE FOR RESPONSE. [DATE] * The Depository Trust Company (“DTC”) has identified you as a DTC Participant through which beneficial interests in Tyco International Finance S.A.’s the Amylin Pharmaceuticals, Inc. (the “Company”) $421,961,000 7.03.00% Convertible Senior Notes due 2019 and $707,404,000 6.875% Notes due 2021 2014 (together, the “Securities”) are held. The Company is in the process of registering the Securities under the Securities Act of 1933 for resale by the beneficial owners thereof. In order to have their Securities included in the registration statement, beneficial owners must complete and return the enclosed Notice of Registration Statement and Selling Securityholder Questionnaire. It is important that beneficial owners of the Securities receive a copy of the enclosed materials as soon as possible as their rights to have the Securities included in the registration statement depend upon their returning the Notice and Questionnaire by [Deadline For Response]. Please forward a copy of the enclosed documents to each beneficial owner that holds interests in the Securities through you. If you require more copies of the enclosed materials or have any questions pertaining to this matter, please contactcontact the Company’s counsel, Xxxxxx Godward LLP, 0000 Xxxxxxxx Xxxx, Xxx Xxxxx, XX 00000, Attention: Tyco International Finance S.A.Xxxxxxx Xxxx, 00, Xxxxxxxxx xx xx Xxxxxx Xxxxxxxx Xxxxxxxxx, X-0000 Luxembourg(Telephone: Esq. ((000) 000-0000000), e-0)mail xxxxx@xxxxxx.xxx. * Not less than 28 calendar days from date of mailingAMYLIN PHARMACEUTICALS, INC. Tyco International Finance S.A. Notice of Registration Statement and Selling Securityholder Questionnaire (Date) Reference is hereby made to the Exchange and Registration Rights Agreement (the “Exchange and Registration Rights Agreement”) among Tyco International Finance S.A. NOTICE OF REGISTRATION STATEMENT AND SELLING SECURITYHOLDER QUESTIONNAIRE , 2007 Amylin Pharmaceuticals, Inc. (the “Company”), Tyco International Ltd. and the Purchasers named therein. Pursuant to the Exchange and Registration Rights Agreement, the Company ) has filed or will file with the United States Securities and Exchange Commission (the “Commission”) a registration statement on Form [ ] S-3 (the “Shelf Registration Statement”) for the registration and resale under Rule 415 of the United States Securities Act of 1933, as amended (the “Securities Act”), of the Company’s $421,961,000 7.03.00% Convertible Senior Notes due 2019 and $707,404,000 6.875% Notes due 2021 2014 (together, the “Securities”) and the shares of common stock, par value $0.001 per share (the “Common Stock”), issuable upon conversion thereof, in accordance with the Registration Rights Agreement, dated as of the date of original issuance of the Securities (the “Registration Rights Agreement”), between the Company and the purchasers named therein. A copy of the Exchange and Registration Rights Agreement is attached hereto. All capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Exchange and Registration Rights Agreement. Each beneficial owner of Registrable Securities (as defined below) is entitled to have the Registrable Securities beneficially owned by it included in the Shelf Registration Statement. In order to have Registrable Securities included in the Shelf Registration StatementStatement (or a supplement or amendment thereto), this Notice of Registration Statement and Selling Securityholder Questionnaire (“Notice and Questionnaire”) must be completed, executed and delivered to the Company’s counsel Company at the address set forth herein for receipt ON OR BEFORE [Deadline for Response], 2007. Beneficial owners of Registrable Securities who do not complete, execute and return this Notice and Questionnaire by such date (i) will not be named as selling securityholders in the Shelf Registration Statement and (ii) may not use the Prospectus forming a part thereof for resales of Registrable Securities. Certain legal consequences arise from being named as a selling securityholder in the Shelf Registration Statement and related Prospectus. Accordingly, holders and beneficial owners of Registrable Securities are advised to consult their own securities law counsel regarding the consequences of being named or not being named as a selling securityholder in the Shelf Registration Statement and related Prospectus.

Appears in 1 contract

Samples: Registration Rights Agreement (Amylin Pharmaceuticals Inc)

DEADLINE FOR RESPONSE. [DATE] * The Depository Trust Company (“DTC”) has identified you as a DTC Participant through which beneficial interests in Tyco International Finance S.A.the Issuer’s 5.50% Senior Notes due 2015 (the “CompanyNotes) $421,961,000 7.0% Notes due 2019 and $707,404,000 6.875% Notes due 2021 (together), the “Securities”) are held. The Company Issuer is in the process of registering the Securities Notes under the Securities Act of 1933 1933, as amended for resale by the beneficial owners thereof. In order to have their Securities Notes included in the registration statement, beneficial owners must complete and return the enclosed Notice of Registration Statement and Selling Securityholder Questionnaire. It is important that beneficial owners of the Securities Notes receive a copy of the enclosed materials as soon as possible as their rights to have the Securities Notes included in the registration statement as of the date and time such registration statement becomes or is declared effective by the Securities and Exchange Commission depend upon their returning the Notice and Questionnaire by [Deadline For ResponseDEADLINE FOR RESPONSE]. Please forward a copy of the enclosed documents to each beneficial owner that holds interests in the Securities Notes through you. If you require more copies of the enclosed materials or have any questions pertaining to this matter, please contactcontact Télefonos de México, S.A. de C.V., Parque Vía 190-1016, Xxxxxxx Xxxxxxxxxx, 06599, México, D.F., México, (telefax: Tyco International Finance S.A.000 (00)00 0000 0000), 00Attention: Ing. Xxxxxx Xxxxxx Xxxxx. XXXXXXXXX XX XXXXXX, Xxxxxxxxx xx xx Xxxxxx Xxxxxxxx Xxxxxxxxx, X-0000 Luxembourg(Telephone: S.A. DE C.V. (000the “Issuer”) 000-000-0). * Not less than 28 calendar days from date of mailing. Tyco International Finance S.A. Notice of Registration Statement and Selling Securityholder Questionnaire ([Date) ] Reference is hereby made to the Exchange and Registration Rights Agreement (the “Exchange and Registration Rights Agreement”) among Tyco International Finance S.A. (the “Company”), Tyco International Ltd. Issuer and the Initial Purchasers named therein. Pursuant to the Exchange and Registration Rights Agreement, the Company Issuer has filed with the United States Securities and Exchange Commission (the “Commission”) a registration statement on Form [ ] (the “Shelf Resale Registration Statement”) for the registration and resale under Rule 415 of the Securities Act of 1933, as amended (the “Securities Act”), of the CompanyIssuer’s $421,961,000 7.05.50% Senior Notes due 2019 and $707,404,000 6.875% Notes due 2021 2015 (together, the “SecuritiesNotes”). A copy of the Exchange and Registration Rights Agreement is attached hereto. All capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Exchange and Registration Rights Agreement. Each beneficial owner of Registrable Securities (as defined below) Notes is entitled to have the Registrable Securities Notes beneficially owned by it included in the Shelf Resale Registration Statement. In order to have Registrable Securities Notes included in the Shelf Resale Registration StatementStatement as of its Effective Time, this Notice of Registration Statement and Selling Securityholder Questionnaire (“Notice and Questionnaire”) must be completed, executed and delivered to the CompanyIssuer’s counsel at the address set forth herein for receipt ON OR BEFORE [Deadline for ResponseDEADLINE FOR RESPONSE]. Beneficial owners Any beneficial owner of Registrable Securities Notes who do does not complete, execute and return this Notice and Questionnaire by such date (i) will not be named as a selling securityholders securityholder in the Shelf Resale Registration Statement and (ii) may not use the Prospectus prospectus forming a part thereof for resales of Registrable SecuritiesNotes; provided, however, that if any such beneficial owner delivers this Notice and Questionnaire to the Issuer after such date, the Issuer shall take any action reasonably necessary to cause such beneficial owner to be named as a selling securityholder in the Resale Registration Statement and to enable such beneficial owner to use the prospectus forming a part thereof for resales of Registrable Notes, in each case, as soon as reasonably practicable after the Effective Time. Certain legal consequences arise from being named as a selling securityholder in the Shelf Resale Registration Statement and related Prospectusprospectus. Accordingly, holders and beneficial owners of Registrable Securities Notes are advised to consult their own securities law counsel regarding the consequences of being named or not being named as a selling securityholder in the Shelf Resale Registration Statement and related Prospectusprospectus.

Appears in 1 contract

Samples: Exchange and Registration Rights Agreement (Telefonos De Mexico S a De C V)

DEADLINE FOR RESPONSE. [DATE] * The Depository Trust Company (“DTC”) has identified you as a DTC Participant through which beneficial interests in Tyco International Finance S.A.’s 8.50% Notes Due 2017 (CUSIP Nos. 00000XXX0 and P0000XXX0) (the “CompanySecurities”) $421,961,000 7.0% Notes due 2019 and $707,404,000 6.875% Notes due 2021 of Banco Macro S.A. (together, the “SecuritiesBank”) are held. The Company Bank is in the process of registering the Securities under the Securities Act of 1933 for resale by the beneficial owners thereof. In order to have their Securities included in the registration statement, beneficial owners must complete and return the enclosed Notice of Registration Statement and Selling Securityholder Questionnaire. It is important that beneficial owners of the Securities receive a copy of the enclosed materials as soon as possible as their rights to have the Securities included in the registration statement depend upon their returning the Notice and Questionnaire by [Deadline For Response]. Please forward a copy of the enclosed documents to each beneficial owner that holds interests in the Securities through you. If you require more copies of the enclosed materials or have any questions pertaining to this matter, please contact: Tyco International Finance contact Banco Macro S.A., 00Sxxxxxxxx 447, Xxxxxxxxx xx xx Xxxxxx Xxxxxxxx Xxxxxxxxx(1041) Buenos Aires, X-0000 Luxembourg(TelephoneArgentina, Attention: Rxxxxxx Xxxxxxx, Telephone: (0005411) 0005000-0000000, Fax: (5411) 5000-0)0000. * Not less than 28 calendar days from date of mailing. Tyco International Finance Banco Macro S.A. Notice of Registration Statement and Selling Securityholder Questionnaire (Date) Reference is hereby made to the Exchange and Registration Rights Agreement dated January 29, 2007 (the “Exchange and Registration Rights Agreement”) among Tyco International Finance between Banco Macro S.A. (the “CompanyBank), Tyco International Ltd. ) and the Purchasers Dealers named therein. Pursuant to the Exchange and Registration Rights Agreement, the Company has filed Bank intends to file with the United States U.S. Securities and Exchange Commission (the “Commission”) a registration statement on Form [ [___] (the “Shelf Registration Statement”) for the registration and resale under Rule 415 of the Securities Act of 1933, as amended (the “Securities Act”), of the CompanyBank’s $421,961,000 7.08.50% Notes due 2019 Due 2017 (CUSIP Nos. 00000XXX0 and $707,404,000 6.875% Notes due 2021 P0000XXX0) (together, the “Securities”). A copy of the Exchange and Registration Rights Agreement is attached hereto. All capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Exchange and Registration Rights Agreement. Each beneficial owner of Registrable Securities (as defined below) is entitled to have the Registrable Securities beneficially owned by it included in the Shelf Registration Statement. In order to have Registrable Securities included in the Shelf Registration Statement, this Notice of Registration Statement and Selling Securityholder Questionnaire (“Notice and Questionnaire”) must be completed, executed and delivered to the CompanyBank’s counsel at the address set forth herein for receipt ON OR BEFORE [Deadline for Response]. Beneficial owners of Registrable Securities who do not complete, execute and return this Notice and Questionnaire by such date (i) will not be named as selling securityholders in the Shelf Registration Statement and (ii) may not use the Prospectus prospectus forming a part thereof for resales of Registrable Securities. Certain legal consequences arise from being named as a selling securityholder in the Shelf Registration Statement and related Prospectusprospectus. Accordingly, holders and beneficial owners of Registrable Securities are advised to consult their own securities law counsel regarding the consequences of being named or not being named as a selling securityholder in the Shelf Registration Statement and related Prospectus.prospectus. ELECTION The undersigned holder (the “Selling Securityholder”) of Registrable Securities hereby elects to include in the Shelf Registration Statement the Registrable Securities beneficially owned by it and listed below in Item (3). The undersigned, by signing and returning this Notice and Questionnaire, agrees to be bound with respect to such Registrable Securities by the terms and conditions of this Notice and Questionnaire and the Exchange and Registration Rights Agreement. Such holder agrees severally and not jointly, to (i) indemnify and hold harmless the Bank and all other holders of Registrable Securities, against any losses, claims, damages or liabilities to which the Bank or such other holders of Registrable Securities may become subject, under the Securities Act or otherwise, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon an untrue statement or alleged untrue statement of a material fact contained in such registration statement, or any preliminary, final or summary prospectus contained therein or furnished by the Bank to any such holder or underwriter, or any amendment or supplement thereto, or arise out of or are based upon the omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading, in each case to the extent, but only to the extent, that such untrue statement or alleged untrue statement or omission or alleged omission was made in reliance upon and in conformity with written information furnished to the Bank by such holder expressly for use therein, and (ii) reimburse the Bank for any reasonable and duly documented legal or other expenses incurred by the Bank in connection with investigating or defending any such action or claim as such expenses are incurred; provided, however, that no such holder shall be required to undertake liability to any person hereunder for any amounts in excess of the dollar amount of the proceeds to be received by such holder from the sale of such holder’s Registrable Securities pursuant to such registration. Upon any sale of Registrable Securities pursuant to the Shelf Registration Statement, the Selling Securityholder will be required to deliver to the Bank and the Trustee the Notice of Transfer set forth in Appendix A to the Prospectus and as Exhibit B to the Exchange and Registration Rights Agreement. The Selling Securityholder hereby provides the following information to the Bank and represents and warrants that such information is accurate and complete:

Appears in 1 contract

Samples: Macro Bank Inc.

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