Delivery of Definitive Notes in Lieu of Global Notes Clause Samples

The "Delivery of Definitive Notes in Lieu of Global Notes" clause establishes the conditions under which physical, individual securities certificates (definitive notes) may be issued to investors instead of or in exchange for a single, collective electronic certificate (global note). Typically, this clause outlines specific events—such as the breakdown of the clearing system, regulatory requirements, or at the request of certain holders—when definitive notes must be delivered. Its core function is to ensure that investors can obtain tangible proof of ownership if electronic or global note systems become unavailable or impractical, thereby safeguarding investor rights and maintaining the integrity of the securities issuance process.
Delivery of Definitive Notes in Lieu of Global Notes. Except as provided in Section 2.10 hereof, owners of beneficial interests in a Class of Global Notes shall not be entitled to receive physical delivery of a Definitive Note.
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Related to Delivery of Definitive Notes in Lieu of Global Notes

  • Transfer and Exchange of Definitive Notes for Definitive Notes Upon request by a Holder of Definitive Notes and such Holder’s compliance with the provisions of this Section 2.06(e), the Registrar will register the transfer or exchange of Definitive Notes. Prior to such registration of transfer or exchange, the requesting Holder must present or surrender to the Registrar the Definitive Notes duly endorsed or accompanied by a written instruction of transfer in form satisfactory to the Registrar duly executed by such Holder or by its attorney, duly authorized in writing. In addition, the requesting Holder must provide any additional certifications, documents and information, as applicable, required pursuant to the following provisions of this Section 2.06(e).