Common use of ENTRY SYSTEM Clause in Contracts

ENTRY SYSTEM. The Bonds are being issued by means of a book-entry system with no physical distribution of bond certificates to be made except as provided in the Indenture. One Bond certificate with respect to each date on which the Bonds are stated to mature or with respect to each form of Bonds, registered in the nominee name of the Securities Depository, is being issued and required to be deposited with the Securities Depository and immobilized in its custody. The book-entry system will evidence positions held in the Bonds by the Securities Depository’s participants, beneficial ownership of the Bonds in authorized denominations being evidenced in the records of such participants. Transfers of ownership shall be effected on the records of the Securities Depository and its participants pursuant to rules and procedures established by the Securities Depository and its participants. The Issuer and the Trustee will recognize the Securities Depository nominee, while the Registered Owner of this Bond, as the owner of this Bond for all purposes, including (a) payments of principal of, and redemption premium, if any, and interest on, this Bond, (b) notices, and (c) voting. Transfer of principal, interest and any redemption premium payments to participants of the Securities Depository, and transfer of principal, interest and any redemption premium payments to beneficial owners of the Bonds by participants of the Securities Depository will be the responsibility of such participants and other nominees of such beneficial owners. The Issuer and the Trustee will not be responsible or liable for such transfers of payments or for maintaining, supervising or reviewing the records maintained by the Securities Depository, the Securities Depository nominee, its participants or persons acting through such participants. While the Securities Depository nominee is the owner of this Bond, notwithstanding the provisions hereinabove contained, payments of principal of, redemption premium, if any, and interest on this Bond shall be made in accordance with existing arrangements among the Issuer, the Trustee and the Securities Depository. Transfer and Exchange. EXCEPT AS OTHERWISE PROVIDED IN THE INDENTURE, THIS GLOBAL BOND MAY BE TRANSFERRED, IN WHOLE BUT NOT IN PART, ONLY TO ANOTHER NOMINEE OF THE SECURITIES DEPOSITORY OR TO A SUCCESSOR SECURITIES DEPOSITORY OR TO A NOMINEE OF A SUCCESSOR SECURITIES DEPOSITORY. This Bond may be transferred or exchanged, as provided in the Indenture, only upon the bond register maintained by the Trustee at the above-mentioned office of the Trustee by the Registered Owner hereof in person or by his duly authorized attorney, upon surrender of this Bond together with a written instrument of transfer satisfactory to the Trustee duly executed by the Registered Owner or his duly authorized attorney, and thereupon a new Bond or Bonds of the same series and maturity and in the same aggregate principal amount, shall be issued to the transferee in exchange therefor as provided in the Indenture, and upon payment of the charges therein prescribed. Except as otherwise specifically provided herein and in the Indenture with respect to rights of Participants and Beneficial Owners when a Book- Entry System is in effect, the Issuer and the Trustee may deem and treat the person in whose name this

Appears in 1 contract

Sources: Loan Agreement

ENTRY SYSTEM. The Upon surrender of 2014A Bonds are being issued at the designated office of the Trustee, as bond registrar, together with an assignment duly executed by means the Bondholder or his attorney or legal representative in such form and with such guaranty of signature as shall be satisfactory to the Trustee, a book-entry system 2014A Bond may be exchanged for a fully registered 2014A Bond or Bonds of the same maturity, aggregating in amount the then unpaid principal amount of the such 2014A Bonds surrendered, of Authorized Denominations. As to any 2014A Bond, the Bondholder shall be deemed and regarded as the absolute owner thereof for all purposes and neither the Issuer nor the Trustee shall be affected by any notice, actual or constructive, to the contrary. Any 2014A Bonds may be registered as transferred upon the books kept for the registration and transfer of the 2014A Bonds only upon surrender thereof to the Trustee, as bond registrar, together with no physical distribution an assignment duly executed by the Bondholder or his attorney or legal representative in such form and with such guaranty of bond certificates signature as shall be satisfactory to the Trustee; provided, that the Trustee shall not be made except as provided in obliged to make any exchange or registration of transfer during the Indentureperiod between a Record Date and the corresponding Interest Payment Date. One Upon the registration of transfer of any such 2014A Bonds and on request of the Trustee, the Issuer shall execute, and the Trustee shall authenticate and deliver, a new 2014A Bond certificate with respect to each date on which the Bonds are stated to mature or with respect to each form of Bonds, registered in the nominee name of the Securities Depositorytransferee or transferees, is of the same maturity, aggregating in amount the then unpaid principal amount of the 2014A Bond surrendered, of Authorized Denominations. In all cases in which 2014A Bonds shall be exchanged for or in replacement of other 2014A Bonds, the 2014A Bonds to be issued shall be signed and sealed on behalf of the Issuer and authenticated by the Trustee, all as provided in Section 2.04. The obligation of Issuer and the rights of the Bondholders with respect to such 2014A Bonds shall be the same as with respect to the 2014A Bonds being issued and exchanged or replaced. Such registrations of transfer or exchanges of 2014A Bonds shall be without charge to the Bondholders, except that any taxes or governmental charges required to be deposited paid with respect to the Securities Depository same shall be paid by the Bondholder requesting such registration of transfer or exchange as a condition precedent to the exercise of such privilege. Whenever any Outstanding 2014A Bond shall be delivered to the Trustee for cancellation pursuant to this Indenture, or for exchange or registration of transfer pursuant to this Section 2.06, such 2014A Bonds shall be promptly canceled and immobilized in its custodydestroyed by the Trustee (subject to applicable record retention requirements) and counterparts of a certificate of destruction evidencing such destruction shall be retained by the Trustee and, if requested by the Issuer shall be furnished by the Trustee to the Issuer. The foregoing provisions of this Section 2.06 to the contrary notwithstanding, the 2014A Bonds will be issued initially as one fully registered bond for each maturity in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York (“DTC”), and deposited in the custody of DTC. The Beneficial Owners will not receive physical delivery of the 2014A Bonds. Individual purchases of the 2014A Bonds may be made in book-entry system will evidence positions held form only in the Bonds by the Securities Depository’s participants, beneficial ownership of the Bonds in authorized denominations being evidenced in the records of such participantsprincipal amounts equal to Authorized Denominations thereof. Transfers of ownership shall be effected on the records of the Securities Depository and its participants pursuant to rules and procedures established by the Securities Depository and its participants. The Issuer and the Trustee will recognize the Securities Depository nominee, while the Registered Owner of this Bond, as the owner of this Bond for all purposes, including (a) payments Payments of principal of, of and redemption premium, if any, and interest on, this Bond, (b) notices, and (c) voting. Transfer of principal, interest and any redemption premium payments to participants of the Securities Depository, and transfer of principal, interest and any redemption premium payments to beneficial owners of the Bonds by participants of the Securities Depository will be the responsibility of such participants and other nominees of such beneficial owners. The Issuer and the Trustee will not be responsible or liable for such transfers of payments or for maintaining, supervising or reviewing the records maintained by the Securities Depository, the Securities Depository nominee, its participants or persons acting through such participants. While the Securities Depository nominee is the owner of this Bond, notwithstanding the provisions hereinabove contained, payments of principal of, redemption premium, if any, and interest on this Bond the 2014A Bonds will be made to DTC or its nominee as Bondholder. DTC shall pay interest to the Beneficial Owners of record through its Participants as of the close of business on the Record Date. DTC shall pay the redemption price of the 2014A Bonds called for redemption to the Beneficial Owners of record through its Participants in accordance with its customary procedures. Transfer of ownership interests in the 2014A Bonds shall be made by DTC and its Participants, acting as nominees of the Beneficial Owners, in accordance with existing arrangements among the Issuerrules specified by DTC and its Participants. 2014A Bond certificates will be issued directly to owners of such 2014A Bonds other than DTC, the Trustee and the Securities Depository. Transfer and Exchange. EXCEPT AS OTHERWISE PROVIDED IN THE INDENTUREor its nominee, THIS GLOBAL BOND MAY BE TRANSFERRED, IN WHOLE BUT NOT IN PART, ONLY TO ANOTHER NOMINEE OF THE SECURITIES DEPOSITORY OR TO A SUCCESSOR SECURITIES DEPOSITORY OR TO A NOMINEE OF A SUCCESSOR SECURITIES DEPOSITORY. This Bond may be transferred or exchanged, as provided in the Indenture, only upon the bond register maintained by the Trustee at the above-mentioned office occurrence of the Trustee by the Registered Owner hereof in person or by his duly authorized attorneyfollowing events (subject, upon surrender of this Bond together with a written instrument of transfer satisfactory however, to the Trustee duly executed by the Registered Owner or his duly authorized attorney, and thereupon a new Bond or Bonds operation of the same series and maturity and in the same aggregate principal amount, shall be issued to the transferee in exchange therefor as provided in the Indenture, and upon payment of the charges therein prescribed. Except as otherwise specifically provided herein and in the Indenture with respect to rights of Participants and Beneficial Owners when a Book- Entry System is in effect, the Issuer and the Trustee may deem and treat the person in whose name thistwo sentences following clause (c) below):

Appears in 1 contract

Sources: Trust Indenture