Common use of OPTION OF HOLDER TO ELECT PURCHASE Clause in Contracts

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 or 4.15 of the Indenture, check the appropriate box below: If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 or Section 4.15 of the Indenture, state the amount you elect to have purchased: $_______________ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Re: 7.000% Senior Notes due 2029 Reference is hereby made to the Indenture, dated as of February 2, 2021 (the “Indenture”), among Viking Cruises Ltd, as issuer (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 2 contracts

Samples: Indenture (Viking Holdings LTD), Indenture (Viking Holdings LTD)

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OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuer pursuant to Section 4.10 or 4.15 4.14 of the Indenture, check the appropriate box below: If you want to elect to have only part of the this Note purchased by the Company Issuer pursuant to Section 4.10 or Section 4.15 4.14 of the Indenture, state the amount you elect to have purchased: $_______________ $ . Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ Date: * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE NOTE* The initial outstanding principal amount of this Global Note is $ . The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) increase Signature of authorized signatory of Trustee or Note Custodian * This schedule should be included only if the Note is issued in global form EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [CBS Radio Inc. 0000 Xxxxxx xx xxx Xxxxxxxx, Xx. 00 Xxx Xxxx, Xxx Xxxx 00000 Attention: General Counsel DB Services Americas, Inc. 0000 Xxxx Xxxxxxx, Xxxxx 000 Xxxxxxxxxxxx, XX 00000 XXX Attention: Transfer Dept. Email: xxxx.xxxxxxxxxx@xx.xxx With copy: Deutsche Bank Trust Company address block] [Registrar address block] Americas c/o Deutsche Bank National Trust Company 100 Plaza One – 6th floor MSJCY03-0699 Xxxxxx Xxxx, Xxx Xxxxxx 00000 Fax: 000-000-0000 Re: 7.0007.250% Senior Notes due 2029 2024 Reference is hereby made to the Indenture, dated as of February 2October 17, 2021 2016 (the “Indenture”), among Viking Cruises Ltd, as issuer (the “Company”)CBS Radio Inc., the Subsidiary Guarantors party thereto named therein and The Bank of New York Mellon Trust Company, N.A., as trusteethe Trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ $ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 2 contracts

Samples: CBS Radio Inc., CBS Radio Inc.

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 4.12 or 4.15 4.17 of the Indenture, check the appropriate box below: ☐ Section 4.12 ☐ Section 4.17 If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 4.12 or Section 4.15 4.17 of the Indenture, state the amount you elect to have purchased: $_______________ $ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Soc. Sec. or Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian EXHIBIT B B-1 FORM OF CERTIFICATE FOR TRANSFER OF TRANSFER [Company address block] [Registrar address block] BENEFICIAL INTEREST TO REGULATION S GLOBAL NOTE (Pursuant to Section 2.06(a)(ii) of the Indenture) The Bank of New York Mellon, London Branch, as Trustee One Canada Square London E14 5AL United Kingdom Attention: Manager Corporate Trust Services Re: 7.000% First Lien Senior Secured Notes due 2029 2023 of CGG Holding (U.S.) Inc. Reference is hereby made to the Indenture, dated as of February 2[●], 2021 2018 (the “Indenture”), among Viking Cruises Ltd, as issuer CGG Holding (U.S.) Inc. (the “Company”), the Guarantors any guarantors party thereto (the “Guarantors”) and The Bank of New York Mellon Trust CompanyMellon, N.A.London Branch, as trusteetrustee (the “Trustee”). Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________This letter relates to $ principal amount of Notes which are evidenced by one or more (i) Rule 144A Global Notes and held with the Common Depositary, (ii) IAI Global Notes and held with the Common Depositary or (iii) Section 1145 Global Notes and held with the Common Depositary, in each case in the name of (the “Transferor”) owns and proposes to ). The Transferor has requested a transfer the Note[s] or of such beneficial interest in such Note[s] specified in Annex A hereto, the Notes to a Person who will take delivery thereof in the form of an equal principal amount of $___________ in Notes evidenced by one or more Regulation S Global Notes, which amount, immediately after such Note[s] or interests (transfer, is to be held with the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A heretoDepository. In connection with the Transfersuch request and in respect of such Notes, the Transferor hereby certifies that such transfer has been effected in compliance with the transfer restrictions applicable to the Global Notes and pursuant to and in accordance with Rule 903 or Rule 904 under the United States Securities Act of 1933, as amended (the “Securities Act”), and accordingly the Transferor hereby further certifies that: [CHECK ALL THAT APPLY]:

Appears in 2 contracts

Samples: Indenture (CGG Marine B.V.), Indenture (CGG Marine B.V.)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 or 4.15 of the Indenture, check the appropriate box below: If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 or Section 4.15 of the Indenture, state the amount you elect to have purchased: $_______________ $ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another other Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Re: 7.0006.250% Senior Notes due 2029 2025 Reference is hereby made to the Indenture, dated as of February 2May 8, 2021 2015 (the “Indenture”), among Viking Cruises Ltd, as issuer (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ $ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 2 contracts

Samples: Indenture (Viking Holdings LTD), Indenture (Viking Holdings LTD)

OPTION OF HOLDER TO ELECT PURCHASE. If you want wish to elect to have all or any portion of this Note purchased by the Company pursuant to Section 4.10 4.11 ("Change of Control Offer") or 4.15 Section 4.12 ("Excess Proceeds Offer") of the Indenture, check the appropriate box belowapplicable boxes: If you want [ ] Change of Control Offer: [ ] Excess Proceeds Offer: in whole [ ] in whole [ ] in part [ ] in part [ ] Amount to elect be Amount to have only part of the Note purchased by the Company pursuant to Section 4.10 or Section 4.15 of the Indenture, state the amount you elect to have be purchased: $__________ purchased: $_______________ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: Dated:_________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Re: 7.000% Senior Notes due 2029 Reference is hereby made to the Indenture, dated as of February 2, 2021 (the “Indenture”), among Viking Cruises Ltd, as issuer (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. Signature:___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (SIGN EXACTLY AS YOUR NAME APPEARS ON THE OTHER SIDE OF THIS NOTE) Signature Guarantee:______________________________________________________________________ (PARTICIPANT IN RECOGNIZED SIGNATURE GUARANTEE MEDALLION PROGRAM) Social Security Number/ or Taxpayer Identification Number: SCHEDULE OF INCREASES OR DECREASES IN GLOBAL NOTES The following increases or decreases in this Global Note have been made: DATE OF AMOUNT OF AMOUNT OF PRINCIPAL SIGNATURE EXCHANGE DECREASE IN INCREASE IN AMOUNT OF OF PRINCIPAL PRINCIPAL THIS GLOBAL AUTHORIZED AMOUNT OF AMOUNT OF NOTE OFFICER OF THIS GLOBAL THIS GLOBAL FOLLOWING TRUSTEE OR NOTE NOTE SUCH DECREASE NOTE (OR INCREASE) CUSTODIAN --------- ------------- ------------ -------------- ------------- CERTIFICATE TO BE DELIVERED UPON EXCHANGE OR REGISTRATION OF TRANSFER OF NOTES Re: 9 1/8% [Series [A/B] Senior Notes due 2007 of Nortek, Inc. This Certificate relates to $______ principal amount of Notes held in ** _____________ book-entry or * / _________ definitive form by ___________________ __________ (the “Transferee”"Transferor"). The Transferor:*/ [ ] has requested the Registrar by written order to exchange or register the transfer of a Note or Notes; or [ ] has requested the Trustee by written order to exchange its Note or Notes in definitive, as further specified registered form for a beneficial interest in Annex A heretoa Global Note held by the Depository equal to the principal amount of Notes it holds (or the portion thereof indicated above); or [ ] has requested the Trustee by written order to deliver in exchange for its beneficial interest in a Global Note held by the Depository a Note or Notes in definitive, registered form equal to its beneficial interest in such Global Note (or the portion thereof indicated above). In connection with the Transfersuch request and in respect of each such Note, the Transferor does hereby certifies certify that the Transferor is familiar with the Indenture relative to the above captioned Notes and that the transfer of this Note does not require registration under the Securities Act (as defined below) because:*/ [ ] Such Note is being acquired for the Transferor's own account without transfer (in satisfaction of Section 2.06(1)(b)(i), Section 2.06(2)(a) or Section 2.06(4)(a)(i) of the Indenture). ----------------------------------- **/ Check applicable box. [ ] Such Note is being transferred to a "qualified institutional buyer" (as defined in Rule 144A under the Securities Act of 1933, as amended (the "Securities Act")), in a transaction meeting the requirements of Rule 144A under the Securities Act. [ ] Such Note is being transferred outside the U.S. to a foreign person pursuant to an exemption from registration in a transaction meeting the requirements of Regulation S under the Securities Act (based on an opinion of counsel if the Company so requests and together with a certification in substantially the form of Exhibit D to the Indenture). [ ] Such Note is being transferred in a transaction meeting the requirements of Rule 144 under the Securities Act (based on an opinion of counsel if the Company so requests). [ ] Such Note is being transferred pursuant to an effective registration statement under the Securities Act. [ ] Such Note is being transferred to an institutional "accredited investor" within the meaning of Rule 501(a)(1), (2), (3) or (7) under the Securities Act pursuant to a private placement exemption from the registration requirements of the Securities Act (based on an opinion of counsel if the Company so requests together with a certification in substantially the form of Exhibit C to the Indenture). [ ] Such Note is being transferred in reliance on and in compliance with another exemption from the registration requirements of the Securities Act (based on an opinion of counsel if the Company so requests). -------------------------------- [INSERT NAME OF TRANSFEROR] By:_____________________________ Name: Title: Address: Date:__________________ TO BE COMPLETED BY TRANSFEREE IF SECOND BOX ABOVE IS CHECKED The undersigned represents and warrants that it is purchasing this Note for its own account or an account with respect to which it exercises sole investment discretion and that it and any such account is a "qualified institutional buyer" within the meaning of Rule 144A under the Securities Act and is aware that the sale to it is being made in reliance on Rule 144A and acknowledges that it has received such information regarding the Company as the undersigned has requested pursuant to Rule 144A or has determined not to request such information and that it is aware that the transferor is relying upon the undersigned's foregoing representations in order to claim the exemption from registration provided by Rule 144A. Date:_______________________ Signed:________________________________ NOTICE: To be executed by an executive officer EXHIBIT C FORM OF CERTIFICATE TO BE DELIVERED BY ACCREDITED INSTITUTIONS ----------------- --, ---- State Street Bank and Trust Company, as Registrar Attn: Corporate Trust Department Dear Sirs: In connection with our proposed purchases of $________ aggregate principal amount of 9 1/8% Series [A/B] Senior Notes due 2007 (the "Notes") of Nortek, Inc. (the "Issuer"), a Delaware corporation, we confirm that: [CHECK ALL THAT APPLY]:

Appears in 2 contracts

Samples: Nortek Inc, Nortek Inc

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 Sections 3.12, 4.10, 4.11 or 4.15 4.16 of the Indenture, check the appropriate box below: ☐ Section 3.12 ☐ Section 4.10 ☐ Section 4.11 ☐ Section 4.16 If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 or 3.12, Section 4.15 4.10, Section 4.11or Section 4.16 of the Indenture, state the amount you elect to have purchased: $US$_______________ Date: _______________ Your Signature: :_________________________________ (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory officer of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Re: 7.0007.00% Senior Secured Notes due 2029 2027 of Studio City Company Limited Reference is hereby made to the Indenture, dated as of February 216, 2021 2022 (the “Indenture”), among Viking Cruises LtdStudio City Company Limited, as issuer (the “Company”), the Guarantors party thereto each Guarantor and The Deutsche Bank of New York Mellon Trust Company, N.A.Company Americas, as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $US$___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 2 contracts

Samples: Indenture (Melco Resorts & Entertainment LTD), Indenture (STUDIO CITY INTERNATIONAL HOLDINGS LTD)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note Security purchased by the Company Issuers pursuant to Section 4.10 4.13 or 4.15 Article X of the Indenture, check the appropriate box belowbox: |_| Section 4.13 |_| Article X If you want to elect to have only part of the Note this Security purchased by the Company Issuers pursuant to Section 4.10 or Section 4.15 of the Indenture, state the principal amount you elect want to have purchased: $_________________ Date: ________________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: :_________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Re: 7.000% Senior Notes due 2029 Reference is hereby made to the Indenture, dated as of February 2, 2021 (the “Indenture”), among Viking Cruises Ltd, as issuer (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (Sign exactly as your name appears on the “Transferee”)other side of this Security) Signature guarantee:___________________________________ Signatures must be guaranteed by an "eligible institution" meeting the requirements of the Registrar, which requirements include membership or participation in the Security Transfer Agent Medallion Program ("STAMP") or such other "signature guarantee program" as may be determined by the Registrar in addition to, or in substitution for, STAMP, all in accordance with the Securities Exchange Act of 1934, as further specified amended. SCHEDULE OF EXCHANGES OF DEFINITIVE SECURITIES (3) The following exchanges of a part of this Global Security for Definitive Securities have been made: Signature of Amount of Amount of Principal Amount authorized decrease in Annex A heretoincrease in of this Global signatory of Principal Amount Principal Amount Security following Trustee or of this Global of this Global such decrease (or Securities Date of Exchange Security Security increase) Custodian ---------------------------------------------------------------------------------------------------------- -------- 3 This schedule should only be added if the Secu rity is issued in global form. In connection with CERTIFICATE TO BE DELIVERED UPON EXCHANGE OR REGISTRATION OF TRANSFER OF SECURITIES (4) Re: 8 7/8% SENIOR SUBORDINATED NOTES DUE 2011 OF SUN INTERNATIONAL HOTELS LIMITED AND SUN INTERNATIONAL NORTH AMERICAS, INC. This Certificate relates to $______ principal amount of Securities held in (5)|_| book-entry or |_| definitive form by _______ (the Transfer"Transferor"). The Transferor: |_| has requested the Trustee by written order to deliver in exchange for its beneficial interest in the Global Security held by the Depository a Security or Securities in definitive, registered form of authorized denominations and an aggregate principal amount equal to its beneficial interest in such Global Security (or the Transferor hereby certifies that: [CHECK ALL THAT APPLY]portion thereof indicated above); or

Appears in 2 contracts

Samples: Indenture (Sun International North America Inc), Indenture (Sun International Hotels LTD)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 or 4.15 of the Indenture, check the appropriate box below: If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 or Section 4.15 of the Indenture, state the amount you elect to have purchased: $_______________ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: :________________________________ Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION A2-11 Schedule of Exchanges of Interests in the Regulation S TEMPORARY GLOBAL NOTE Temporary Global Note The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another other Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount [at maturity] of this Global Note Amount of increase in Principal Amount [at maturity] of this Global Note Principal Amount [at maturity] of this Global Note following such decrease (or increase) Signature of authorized signatory officer of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Aeroflex Incorporated 00 Xxxxx Xxxxxxx Xxxx P.O. Box 6022 Plainview, NY 11803 The Bank of New York Mellon 000 Xxxxxxx Xxxxxx, 8W New York, New York 10286 Re: 7.00011.75% Senior Notes due 2029 2015 Reference is hereby made to the Indenture, dated as of February 2August 7, 2021 2008 (the “Indenture”), among Viking Cruises Ltdbetween Aeroflex Incorporated, as issuer (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A.Mellon, as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 2 contracts

Samples: Aeroflex Inc, Aeroflex Inc

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuer pursuant to Section 4.10 or 4.15 of the Indenture, check the appropriate box below: If you want to elect to have only part of the Note purchased by the Company Issuer pursuant to Section 4.10 or Section 4.15 of the Indenture, state the amount you elect to have purchased: $_______________ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company Issuer address block] [Registrar address block] Re: 7.0005.625% Senior Secured Notes due 2029 Reference is hereby made to the Indenture, dated as of February 2, 2021 (the “Indenture”), among Viking Ocean Cruises LtdShip VII Ltd (the “Issuer”), as issuer Viking Cruises Ltd (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee, and the Collateral Agent. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 2 contracts

Samples: Indenture (Viking Holdings LTD), Indenture (Viking Holdings LTD)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuers pursuant to Section 4.10 or 4.15 of the Indenture, check the appropriate box below: ¨ Section 4.10 ¨ Section 4.15 If you want to elect to have only part of the Note purchased by the Company Issuers pursuant to Section 4.10 or Section 4.15 of the Indenture, state the amount (in minimum denominations of $2,000 or integral multiples of $1,000 in excess thereof) you elect to have purchased: $_______________ Date: _______________ $ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE NOTE* The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory officer of Trustee or Custodian * This schedule should be included only if the Note is issued in global form. EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Tesoro Logistics XX Xxxxxx Logistics Finance Corp. 00000 Xxxxxxxxx Xxxxxxx Xxx Xxxxxxx, Xxxxx 00000-0000 U.S. Bank National Association 000 Xxxxxxxx Xxxxxx Suite 550 Detroit, Michigan 48226 Re: 7.0005.875% Senior Notes due 2029 2020 Reference is hereby made to the Indenture, dated as of February 2September 14, 2021 2012 (the “Indenture”), among Viking Cruises LtdTesoro Logistics LP, as issuer a Delaware limited partnership (“TLLP”), and Tesoro Logistics Finance Corp., a Delaware corporation (“Finance Corp.” and, together with TLLP, the “CompanyIssuers”), the Guarantors party thereto and The U.S. Bank of New York Mellon Trust Company, N.A.National Association, as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ $ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 2 contracts

Samples: Indenture (Tesoro Logistics Lp), Indenture (Tesoro Corp /New/)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 or 4.15 of the Indenture, check the appropriate box below: If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 or Section 4.15 of the Indenture, state the amount you elect to have purchased: $_______________ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Re: 7.0005.875% Senior Notes due 2029 2027 Reference is hereby made to the Indenture, dated as of February 2September 20, 2021 2017 (the “Indenture”), among Viking Cruises Ltd, as issuer (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 2 contracts

Samples: Indenture (Viking Holdings LTD), Indenture (Viking Holdings LTD)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuer pursuant to Section 4.10 or 4.15 of the Indenture, check the appropriate box below: If you want to elect to have only part of the Note purchased by the Company Issuer pursuant to Section 4.10 or Section 4.15 of the Indenture, state the amount you elect to have purchased: $_______________ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). A1-15 SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE * The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Re: 7.000* This schedule should be included only if the Note is issued in global form. Face of Regulation S Temporary Global Note CUSIP/CINS ____________ 5.625% Senior Secured Notes due 2029 Reference is hereby made No. ___ $____________ Viking Ocean Cruises Ship VII Ltd promises to the Indenture, dated as of February 2, 2021 (the “Indenture”), among Viking Cruises Ltd, as issuer (the “Company”)pay to or registered assigns, the Guarantors party thereto and The Bank principal sum of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to _____________________________ DOLLARS on February 15, 2029. Interest Payment Dates: February 15 and August 15 Record Dates: February 1 and August 1 Dated: _______________ VIKING OCEAN CRUISES SHIP VII LTD By: Name: Title: CERTIFICATE OF AUTHENTICATION This is one of the Notes referred to in the within-mentioned Indenture: THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee By: Authorized Signatory Back of Regulation S Temporary Global Note 5.625% Senior Secured Notes due 2029 THE RIGHTS ATTACHING TO THIS REGULATION S TEMPORARY GLOBAL NOTE, AND THE CONDITIONS AND PROCEDURES GOVERNING ITS EXCHANGE FOR DEFINITIVE NOTES, ARE AS SPECIFIED IN THE INDENTURE (the AS DEFINED HEREIN). NEITHER THE HOLDER NOR THE BENEFICIAL OWNERS OF THIS REGULATION S TEMPORARY GLOBAL NOTE SHALL BE ENTITLED TO RECEIVE PAYMENT OF INTEREST HEREON. THIS GLOBAL NOTE IS HELD BY THE DEPOSITARY (AS DEFINED IN THE INDENTURE GOVERNING THIS NOTE) OR ITS NOMINEE IN CUSTODY FOR THE BENEFIT OF THE BENEFICIAL OWNERS HEREOF, AND IS NOT TRANSFERABLE TO ANY PERSON UNDER ANY CIRCUMSTANCES EXCEPT THAT (1) THE TRUSTEE MAY MAKE SUCH NOTATIONS HEREON AS MAY BE REQUIRED PURSUANT TO SECTION 2.06 OF THE INDENTURE, (2) THIS GLOBAL NOTE MAY BE EXCHANGED IN WHOLE BUT NOT IN PART PURSUANT TO SECTION 2.06(a) OF THE INDENTURE, (3) THIS GLOBAL NOTE MAY BE DELIVERED TO THE TRUSTEE FOR CANCELLATION PURSUANT TO SECTION 2.11 OF THE INDENTURE AND (4) THIS GLOBAL NOTE MAY BE TRANSFERRED TO A SUCCESSOR DEPOSITARY WITH THE PRIOR WRITTEN CONSENT OF VIKING CRUISES LTD. UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR NOTES IN DEFINITIVE FORM, THIS NOTE MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITARY. UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (00 XXXXX XXXXXX, XXX XXXX, XXX XXXX) (TransfereeDTC”), as further specified TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS MAY BE REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR SUCH OTHER ENTITY AS MAY BE REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, [CEDE & CO.], HAS AN INTEREST HEREIN. THIS NOTE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION. NEITHER THIS NOTE NOR ANY INTEREST OR PARTICIPATION HEREIN MAY BE OFFERED, SOLD, ASSIGNED, TRANSFERRED, PLEDGED, ENCUMBERED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF SUCH REGISTRATION OR UNLESS SUCH TRANSACTION IS EXEMPT FROM, OR NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT. THE HOLDER OF THIS NOTE BY ITS ACCEPTANCE HEREOF AGREES TO OFFER, SELL OR OTHERWISE TRANSFER SUCH NOTE, PRIOR TO THE DATE (THE “RESALE RESTRICTION TERMINATION DATE”) THAT IS [IN THE CASE OF RULE 144A NOTES: ONE YEAR] [IN THE CASE OF REGULATION S NOTES: 40 DAYS] AFTER THE LATER OF THE ORIGINAL ISSUE DATE HEREOF AND THE LAST DATE ON WHICH THE ISSUER OR ANY AFFILIATE OF THE ISSUER WAS THE OWNER OF THIS NOTE (OR ANY PREDECESSOR OF THIS NOTE) ONLY (A) TO THE ISSUER OR ANY SUBSIDIARY THEREOF, (B) PURSUANT TO A REGISTRATION STATEMENT THAT HAS BEEN DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (C) FOR SO LONG AS THE SECURITIES ARE ELIGIBLE FOR RESALE PURSUANT TO RULE 144A UNDER THE SECURITIES ACT (“RULE 144A”), TO A PERSON IT REASONABLY BELIEVES IS A “QUALIFIED INSTITUTIONAL BUYER” AS DEFINED IN RULE 144A THAT PURCHASES FOR ITS OWN ACCOUNT OR FOR THE ACCOUNT OF A QUALIFIED INSTITUTIONAL BUYER TO WHOM NOTICE IS GIVEN THAT THE TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A, (D) PURSUANT TO OFFERS AND SALES THAT OCCUR OUTSIDE THE UNITED STATES IN COMPLIANCE WITH REGULATION S UNDER THE SECURITIES ACT OR (E) PURSUANT TO ANY OTHER AVAILABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT, SUBJECT IN EACH OF THE FOREGOING CASES TO ANY REQUIREMENT OF LAW THAT THE DISPOSITION OF ITS PROPERTY OR THE PROPERTY OF SUCH INVESTOR ACCOUNT OR ACCOUNTS BE AT ALL TIMES WITHIN ITS OR THEIR CONTROL AND TO COMPLIANCE WITH ANY APPLICABLE STATE SECURITIES LAWS, AND ANY APPLICABLE LOCAL LAWS AND REGULATIONS AND FURTHER SUBJECT TO THE ISSUER’S AND THE TRUSTEE’S RIGHTS PURSUANT TO THE INDENTURE PRIOR TO ANY SUCH OFFER, SALE OR TRANSFER (I) PURSUANT TO CLAUSE (E) TO REQUIRE THE DELIVERY OF AN OPINION OF COUNSEL, CERTIFICATION AND/OR OTHER INFORMATION SATISFACTORY TO EACH OF THEM, (II) IN EACH OF THE FOREGOING CASES, TO REQUIRE THAT A CERTIFICATE OF TRANSFER IN THE FORM APPEARING ON THE OTHER SIDE OF THIS NOTE IS COMPLETED AND DELIVERED BY THE TRANSFEROR TO THE TRUSTEE AND (III) AGREES THAT IT WILL GIVE TO EACH PERSON TO WHOM THIS NOTE IS TRANSFERRED A NOTICE SUBSTANTIALLY TO THE EFFECT OF THIS LEGEND. THE ACQUIRER ALSO REPRESENTS THAT EITHER (I) NO PORTION OF THE ASSETS USED BY IT TO ACQUIRE AND HOLD THIS NOTE (OR ANY INTEREST HEREIN) CONSTITUTES ASSETS OF A PLAN (WHICH TERM INCLUDES (A) EMPLOYEE BENEFIT PLANS THAT ARE SUBJECT TO TITLE I OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”), (B) PLANS, INDIVIDUAL RETIREMENT ACCOUNTS AND OTHER ARRANGEMENTS THAT ARE SUBJECT TO SECTION 4975 OF THE CODE OR TO PROVISIONS UNDER APPLICABLE STATE, FEDERAL, LOCAL OR NON-US LAWS OR REGULATIONS SIMILAR TO SUCH PROVISIONS OF ERISA OR THE CODE (“SIMILAR LAW”) AND (C) ENTITIES WHOSE UNDERLYING ASSETS ARE CONSIDERED “PLAN ASSETS” (AS DEFINED IN SECTION 3(42) OF ERISA OR ANY APPLICABLE SIMILAR LAW)) OR (II) THE ACQUISITION AND HOLDING OF THIS NOTE (OR ANY INTEREST HEREIN) WILL NOT CONSTITUTE OR RESULT IN A NON-EXEMPT PROHIBITED TRANSACTION UNDER SECTION 406 OF ERISA OR SECTION 4975 OF THE CODE OR A VIOLATION OF ANY APPLICABLE SIMILAR LAW. Capitalized terms used herein have the meanings assigned to them in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]Indenture referred to below unless otherwise indicated.

Appears in 2 contracts

Samples: Indenture (Viking Holdings LTD), Indenture (Viking Holdings LTD)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuers pursuant to Section 4.10 4.11 or 4.15 4.16 of the Supplemental Indenture, check the appropriate box below: ¨ Section 4.11 ¨ Section 4.16 If you want to elect to have only part of the Note purchased by the Company Issuers pursuant to Section 4.10 4.11 or Section 4.15 4.16 of the Supplemental Indenture, state the amount you elect to have purchased: $$ _______________________ Date: :____________________ Your Signature: :_____________________________________________________ (Sign exactly as your name appears on the face of this Note) Tax Identification No.: _______________________________________________ Signature Guarantee*: _______________________________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE NOTE* The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory officer of Trustee or Note Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Re: 7.000% Senior Notes due 2029 Reference is hereby made to the IndentureCCO Holdings, dated as of February 2LLC CCO Holdings Capital Corp. c/o Charter Communications, 2021 (the “Indenture”)Inc. 00000 Xxxxxxxxxxx Xxxxx, among Viking Cruises LtdXxxxx 000 Xx. Xxxxx, as issuer (the “Company”), the Guarantors party thereto and Xxxxxxxx 00000 The Bank of New York Mellon Trust Company, N.A.N.A. 0 Xxxxx XxXxxxx Xxxxxx, as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________Xxxxx 0000 Xxxxxxx, Xxxxxxxx 00000 Facsimile No.: (the “Transferor”000) owns 000-0000 Attention: Corporate Trust Administration Re: CCO Holdings, LLC and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]CCO Holdings Capital Corp.

Appears in 2 contracts

Samples: Third Supplemental Indenture (Charter Communications, Inc. /Mo/), Guaranteed Indebtedness (Charter Communications, Inc. /Mo/)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuer pursuant to Section 4.10 or 4.15 of the Indenture, check the appropriate box below: following box. [ ] If you want to elect to have only part of the Note purchased by the Company Issuer pursuant to Section 4.10 or Section 4.15 of the Indenture, state the amount you elect to have purchased: $_______________ ------------ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Re: 7.000% Senior Notes due 2029 Reference is hereby made to the Indenture, dated as of February 2, 2021 (the “Indenture”), among Viking Cruises Ltd, as issuer (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ --------------------- (Sign exactly as your name appears on the “Transferee”)Note) Tax Identification No.: ----------------- Signature Guarantee.* * Signature must be guaranteed by an eligible guarantor institution within the meaning of Securities and Exchange Commission Rule 17Ad-15 (including banks, as further specified stock brokers, savings and loan associations, national securities exchanges, registered securities associations, clearing agencies and credit unions) with membership or participation in Annex A hereto. In connection with an approved signature guarantee medallion program if this Note is to be delivered other than to, and in the Transfername of, the Transferor hereby certifies thatregistered holder. SCHEDULE OF EXCHANGES OF NOTES(4) THE FOLLOWING EXCHANGES OF A PART OF THIS GLOBAL NOTE FOR OTHER NOTES HAVE BEEN MADE: [CHECK ALL THAT APPLY]----------------------- -------------------------- ----------------------- ----------------------- -------------------------- Principal Amount of Amount of decrease in Amount of increase in this Global Note Signature of authorized Principal Amount of Principal Amount of following such signatory of Trustee or Date of Exchange this Global Note this Global Note decrease (or increase) Note Custodian ----------------------- -------------------------- ----------------------- ----------------------- --------------------------

Appears in 2 contracts

Samples: Pledge Agreement (Pg&e National Energy Group Inc), Pledge Agreement (Pg&e National Energy Group Inc)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Backstop Note purchased by the Company or a portion thereof repurchased pursuant to Section 4.10 4.09 or 4.15 4.11 of the Indenture, check the appropriate box belowbox: o If you want the purchase is in part, indicate the portion (in denominations of $2,000 or any integral multiple of $1,000 in excess thereof) to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 or Section 4.15 of the Indenture, state the amount you elect to have be purchased: $_______________ Date: _______________ Your Signature: ​ ​ (Sign exactly as your name appears on the face other side of this Backstop Note) Tax Identification No.Date: Signature Guarantee*​ ​ Certifying Signature: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). ​ ​ ​ ​ ​ SCHEDULE A SCHEDULE OF EXCHANGES OF INTERESTS PRINCIPAL AMOUNT IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Registered Note, or exchanges of a part of another Restricted Global Note or Definitive Registered Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Decrease/Increase Amount of decrease Decrease in Principal Amount of this Global Note Amount of increase Increase in Principal Amount of this Global Note Principal Amount of this Global Note following Following such decrease (or increase) Decrease/Increase Signature of authorized signatory Authorized Officer of Trustee or Custodian Registrar ​ ​ ​ ​ ​ ​ ​ ​ EXHIBIT B FORM OF TRANSFER CERTIFICATE OF FOR TRANSFER FROM RESTRICTED GLOBAL NOTE TO REGULATION S GLOBAL NOTE25 (Transfers pursuant to § 2.06(b)(ii) of the Indenture) U.S. Bank Trust Company, National Association U.S. Bank Global Corporate Trust Services 00 Xxxxxxxxxx Xxxxxx St. Xxxx, Minnesota 55017 EP-MN-WS3C Attention: Transfer Agent Re: [Company address blockClass A Notes] [Registrar address blockClass B Notes] Re: 7.000% Senior Notes due 2029 [Backstop Notes] Reference is hereby made to the Indenture, Indenture dated as of February 222, 2021 2023 (as amended, supplemented or otherwise modified from time to time, the “Indenture”)) among NCL Corporation Ltd., among Viking Cruises Ltda Bermuda exempted company, as issuer (the “Company”)Issuer, the Guarantors guarantors party thereto thereto, as Guarantors, and The U.S. Bank of New York Mellon Trust Company, N.A.National Association, as trusteeTrustee and as Security Agent. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes This letter relates to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ aggregate principal amount of [Class A Notes] [Class B Notes] [Backstop Notes] that are held as a beneficial interest in the form of a Restricted Global Note (CUSIP No.: [●]26; ISIN No: [●]27) with DTC in the name of [name of transferor] (the “TransfereeTransferor”), as further specified . The Transferor has requested an exchange or transfer of such beneficial interest for an equivalent beneficial interest in Annex A heretoa Regulation S Global Note (CUSIP No.: [●]28; ISIN No: [●]29). In connection with the Transfersuch request, the Transferor does hereby certifies that: certify that such transfer has been effected in accordance with the transfer restrictions set forth in the [CHECK ALL THAT APPLY]Class A Notes] [Class B Notes] [Backstop Notes] and:

Appears in 2 contracts

Samples: Second Supplemental Indenture (Norwegian Cruise Line Holdings Ltd.), Second Supplemental Indenture (NCL CORP Ltd.)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 4.10, Section 4.15 or 4.15 Section 4.21 of the Indenture, check the appropriate box below: ☐ Section 4.10 ☐ Section 4.15 ☐ Section 4.21 If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 4.10, Section 4.15 or Section 4.15 4.21 of the Indenture, state the amount you elect to have purchased: $US$_______________ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory officer of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Re: 7.0007.250% Senior Notes due 2029 2024 of Studio City Finance Limited Reference is hereby made to the Indenture, dated as of February 211, 2021 2019 (the “Indenture”), among Viking Cruises LtdStudio City Finance Limited, as issuer (the “Company”), the Guarantors party thereto each Subsidiary Guarantor and The Deutsche Bank of New York Mellon Trust Company, N.A.Company Americas, as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $US$___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 2 contracts

Samples: Supplemental Indenture (STUDIO CITY INTERNATIONAL HOLDINGS LTD), Supplemental Indenture (Melco Resorts & Entertainment LTD)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuer pursuant to Section 4.10 4.12 or 4.15 4.17 of the Indenture, check the appropriate box below: ☐ Section 4.12 ☐ Section 4.17 If you want to elect to have only part of the Note purchased by the Company Issuer pursuant to Section 4.10 4.12 or Section 4.15 4.17 of the Indenture, state the amount you elect to have purchased: $_______________ Date: _______________ Date: Your Signature: (Sign exactly as your name appears on the Note) Tax Identification No.: SIGNATURE GUARANTEE: Signatures must be guaranteed by an “eligible guarantor institution” meeting the requirements of the Registrar, which requirements include membership or participation in the Security Transfer Agent Medallion Program (“STAMP”) or such other “signature guarantee program” as may be determined by the Registrar in addition to, or in substitution for, STAMP, all in accordance with the Securities Exchange Act of 1934, as amended. Assignment Form To assign this Note, fill in the form below: (I) or (we) assign and transfer this Note to (Insert assignee’s social security or other tax I.D. no.) (Print or type assignee’s name, address and zip code) and irrevocably appoint as agent to transfer this Note on the books of the Issuer. The agent may substitute another to act for him. Date: Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.SIGNATURE GUARANTEE: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Re: 7.000% Senior Notes due 2029 Reference is hereby made to the Indenture, dated as of February 2, 2021 (the “Indenture”), among Viking Cruises Ltd, as issuer (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]Note Custodian

Appears in 2 contracts

Samples: GameStop Corp., GameStop Corp.

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 or 4.15 of the Indenture, check the appropriate box below: If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 or Section 4.15 of the Indenture, state the amount you elect to have purchased: $_______________ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE * The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Re: 7.000* This schedule should be included only if the Note is issued in global form. Face of Regulation S Temporary Global Note CUSIP/CINS __________ 5.875% Senior Notes due 2029 Reference is hereby made to the Indenture, dated as of February 2, 2021 (the “Indenture”), among 2027 No. ___ $__________ Viking Cruises Ltd, as issuer (the “Company”)Ltd promises to pay to _______________ or registered assigns, the Guarantors party thereto and The Bank principal sum of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to _____________________________ DOLLARS on September 15, 2027. Interest Payment Dates: March 15 and September 15 Record Dates: March 1 and September 1 Dated: _______________ VIKING CRUISES LTD By: Name: Title: CERTIFICATE OF AUTHENTICATION This is one of the Notes referred to in the within-mentioned Indenture: THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee By: Authorized Signatory Back of Regulation S Temporary Global Note 5.875% Senior Notes due 2027 THE RIGHTS ATTACHING TO THIS REGULATION S TEMPORARY GLOBAL NOTE, AND THE CONDITIONS AND PROCEDURES GOVERNING ITS EXCHANGE FOR DEFINITIVE NOTES, ARE AS SPECIFIED IN THE INDENTURE (the AS DEFINED HEREIN). NEITHER THE HOLDER NOR THE BENEFICIAL OWNERS OF THIS REGULATION S TEMPORARY GLOBAL NOTE SHALL BE ENTITLED TO RECEIVE PAYMENT OF INTEREST HEREON. THIS GLOBAL NOTE IS HELD BY THE DEPOSITARY (AS DEFINED IN THE INDENTURE GOVERNING THIS NOTE) OR ITS NOMINEE IN CUSTODY FOR THE BENEFIT OF THE BENEFICIAL OWNERS HEREOF, AND IS NOT TRANSFERABLE TO ANY PERSON UNDER ANY CIRCUMSTANCES EXCEPT THAT (1) THE TRUSTEE MAY MAKE SUCH NOTATIONS HEREON AS MAY BE REQUIRED PURSUANT TO SECTION 2.06 OF THE INDENTURE, (2) THIS GLOBAL NOTE MAY BE EXCHANGED IN WHOLE BUT NOT IN PART PURSUANT TO SECTION 2.06(a) OF THE INDENTURE, (3) THIS GLOBAL NOTE MAY BE DELIVERED TO THE TRUSTEE FOR CANCELLATION PURSUANT TO SECTION 2.11 OF THE INDENTURE AND (4) THIS GLOBAL NOTE MAY BE TRANSFERRED TO A SUCCESSOR DEPOSITARY WITH THE PRIOR WRITTEN CONSENT OF VIKING CRUISES LTD. UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR NOTES IN DEFINITIVE FORM, THIS NOTE MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITARY. UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (00 XXXXX XXXXXX, XXX XXXX, XXX XXXX) (TransfereeDTC”), as further specified TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS MAY BE REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR SUCH OTHER ENTITY AS MAY BE REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, [CEDE & CO.], HAS AN INTEREST HEREIN. THIS NOTE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION. NEITHER THIS NOTE NOR ANY INTEREST OR PARTICIPATION HEREIN MAY BE OFFERED, SOLD, ASSIGNED, TRANSFERRED, PLEDGED, ENCUMBERED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF SUCH REGISTRATION OR UNLESS SUCH TRANSACTION IS EXEMPT FROM, OR NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT. THE HOLDER OF THIS NOTE BY ITS ACCEPTANCE HEREOF AGREES TO OFFER, SELL OR OTHERWISE TRANSFER SUCH NOTE, PRIOR TO THE DATE (THE “RESALE RESTRICTION TERMINATION DATE”) THAT IS [IN THE CASE OF RULE 144A NOTES: ONE YEAR] [IN THE CASE OF REGULATION S NOTES: 40 DAYS] AFTER THE LATER OF THE ORIGINAL ISSUE DATE HEREOF AND THE LAST DATE ON WHICH THE ISSUER OR ANY AFFILIATE OF THE ISSUER WAS THE OWNER OF THIS NOTE (OR ANY PREDECESSOR OF THIS NOTE) ONLY (A) TO THE ISSUER OR ANY SUBSIDIARY THEREOF, (B) PURSUANT TO A REGISTRATION STATEMENT THAT HAS BEEN DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (C) FOR SO LONG AS THE SECURITIES ARE ELIGIBLE FOR RESALE PURSUANT TO RULE 144A UNDER THE SECURITIES ACT (“RULE 144A”), TO A PERSON IT REASONABLY BELIEVES IS A “QUALIFIED INSTITUTIONAL BUYER” AS DEFINED IN RULE 144A THAT PURCHASES FOR ITS OWN ACCOUNT OR FOR THE ACCOUNT OF A QUALIFIED INSTITUTIONAL BUYER TO WHOM NOTICE IS GIVEN THAT THE TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A, (D) PURSUANT TO OFFERS AND SALES THAT OCCUR OUTSIDE THE UNITED STATES IN COMPLIANCE WITH REGULATION S UNDER THE SECURITIES ACT OR (E) PURSUANT TO ANY OTHER AVAILABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT, SUBJECT IN EACH OF THE FOREGOING CASES TO ANY REQUIREMENT OF LAW THAT THE DISPOSITION OF ITS PROPERTY OR THE PROPERTY OF SUCH INVESTOR ACCOUNT OR ACCOUNTS BE AT ALL TIMES WITHIN ITS OR THEIR CONTROL AND TO COMPLIANCE WITH ANY APPLICABLE STATE SECURITIES LAWS, AND ANY APPLICABLE LOCAL LAWS AND REGULATIONS AND FURTHER SUBJECT TO THE ISSUER’S AND THE TRUSTEE’S RIGHTS PURSUANT TO THE INDENTURE PRIOR TO ANY SUCH OFFER, SALE OR TRANSFER (I) PURSUANT TO CLAUSE (E) TO REQUIRE THE DELIVERY OF AN OPINION OF COUNSEL, CERTIFICATION AND/OR OTHER INFORMATION SATISFACTORY TO EACH OF THEM, (II) IN EACH OF THE FOREGOING CASES, TO REQUIRE THAT A CERTIFICATE OF TRANSFER IN THE FORM APPEARING ON THE OTHER SIDE OF THIS NOTE IS COMPLETED AND DELIVERED BY THE TRANSFEROR TO THE TRUSTEE AND (III) AGREES THAT IT WILL GIVE TO EACH PERSON TO WHOM THIS NOTE IS TRANSFERRED A NOTICE SUBSTANTIALLY TO THE EFFECT OF THIS LEGEND. THE ACQUIRER ALSO REPRESENTS THAT EITHER (I) NO PORTION OF THE ASSETS USED BY IT TO ACQUIRE AND HOLD THIS NOTE (OR ANY INTEREST HEREIN) CONSTITUTES ASSETS OF A PLAN (WHICH TERM INCLUDES (A) EMPLOYEE BENEFIT PLANS THAT ARE SUBJECT TO TITLE I OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”), (B) PLANS, INDIVIDUAL RETIREMENT ACCOUNTS AND OTHER ARRANGEMENTS THAT ARE SUBJECT TO SECTION 4975 OF THE CODE OR TO PROVISIONS UNDER APPLICABLE STATE, FEDERAL, LOCAL OR NON-US LAWS OR REGULATIONS SIMILAR TO SUCH PROVISIONS OF ERISA OR THE CODE (“SIMILAR LAW”) AND (C) ENTITIES WHOSE UNDERLYING ASSETS ARE CONSIDERED “PLAN ASSETS” (AS DEFINED IN SECTION 3(42) OF ERISA OR ANY APPLICABLE SIMILAR LAW)) OR (II) THE ACQUISITION AND HOLDING OF THIS NOTE (OR ANY INTEREST HEREIN) WILL NOT CONSTITUTE OR RESULT IN A NON-EXEMPT PROHIBITED TRANSACTION UNDER SECTION 406 OF ERISA OR SECTION 4975 OF THE CODE OR A VIOLATION OF ANY APPLICABLE SIMILAR LAW. Capitalized terms used herein have the meanings assigned to them in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]Indenture referred to below unless otherwise indicated.

Appears in 2 contracts

Samples: Indenture (Viking Holdings LTD), Indenture (Viking Holdings LTD)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 or 4.15 of the Indenture, check the appropriate box below: —Section 4.10 —Section 4.15 If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 or Section 4.15 of the Indenture, state the amount you elect to have purchased: $_______________ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: :________________________________ Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE Schedule of Exchanges of Interests in the Global Note * The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory officer of Trustee or Custodian * This schedule should be included only if the Note is issued in global form. EXHIBIT B FORM OF CERTIFICATE OF TRANSFER A2 [Company address blockFace of Regulation S Temporary Global Note] [Registrar address block] Re: 7.000CUSIP/CINS __________ 11.75% Senior Notes due 2029 Reference is hereby made 2015 No. ___ $____________ Aeroflex Incorporated promises to the Indenture, dated as of February 2, 2021 (the “Indenture”), among Viking Cruises Ltd, as issuer (the “Company”)pay to or registered assigns, the Guarantors party thereto and The Bank principal sum of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to _____________________________ DOLLARS on February 15, 2015. Interest Payment Dates: February 15 and August 15 Record Dates: February 1 and August 1 Dated: __________, 200_ AEROFLEX INCORPORATED By: Name: Title: This is one of the Notes referred to in the within-mentioned Indenture: THE BANK OF NEW YORK MELLON, as Trustee By: Authorized Signatory [Back of Regulation S Temporary Global Note] 11.75% Senior Notes due 2015 THE RIGHTS ATTACHING TO THIS REGULATION S TEMPORARY GLOBAL NOTE, AND THE CONDITIONS AND PROCEDURES GOVERNING ITS EXCHANGE FOR CERTIFICATED NOTES, ARE AS SPECIFIED IN THE INDENTURE (the AS DEFINED HEREIN). NEITHER THE HOLDER NOR THE BENEFICIAL OWNERS OF THIS REGULATION S TEMPORARY GLOBAL NOTE SHALL BE ENTITLED TO RECEIVE PAYMENT OF INTEREST HEREON. THIS GLOBAL NOTE IS HELD BY THE DEPOSITARY (AS DEFINED IN THE INDENTURE GOVERNING THIS NOTE) OR ITS NOMINEE IN CUSTODY FOR THE BENEFIT OF THE BENEFICIAL OWNERS HEREOF, AND IS NOT TRANSFERABLE TO ANY PERSON UNDER ANY CIRCUMSTANCES EXCEPT THAT (1) THE TRUSTEE MAY MAKE SUCH NOTATIONS HEREON AS MAY BE REQUIRED PURSUANT TO SECTION 2.06 OF THE INDENTURE, (2) THIS GLOBAL NOTE MAY BE EXCHANGED IN WHOLE BUT NOT IN PART PURSUANT TO SECTION 2.06(a) OF THE INDENTURE, (3) THIS GLOBAL NOTE MAY BE DELIVERED TO THE TRUSTEE FOR CANCELLATION PURSUANT TO SECTION 2.11 OF THE INDENTURE AND (4) THIS GLOBAL NOTE MAY BE TRANSFERRED TO A SUCCESSOR DEPOSITARY WITH THE PRIOR WRITTEN CONSENT OF AEROFLEX INCORPORATED. UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR NOTES IN DEFINITIVE FORM, THIS NOTE MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITARY. UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (00 XXXXX XXXXXX, XXX XXXX, XXX XXXX) (TransfereeDTC”), as further specified TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS MAY BE REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR SUCH OTHER ENTITY AS MAY BE REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN. “THE SECURITY (OR ITS PREDECESSOR) EVIDENCED HEREBY WAS ORIGINALLY ISSUED IN A TRANSACTION EXEMPT FROM REGISTRATION UNDER SECTION 5 OF THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN APPLICABLE EXEMPTION THEREFROM. EACH PURCHASER OF THE SECURITY EVIDENCED HEREBY IS HEREBY NOTIFIED THAT THE SELLER MAY BE RELYING ON THE EXEMPTION FROM THE PROVISIONS OF SECTION 5 OF THE SECURITIES ACT. THE HOLDER OF THE SECURITY EVIDENCED HEREBY AGREES FOR THE BENEFIT OF THE ISSUER THAT (A) SUCH SECURITY MAY BE RESOLD, PLEDGED OR OTHERWISE TRANSFERRED ONLY (1) (a) IN THE UNITED STATES TO A PERSON WHO THE SELLER REASONABLY BELIEVES IS A QUALIFIED INSTITUTIONAL BUYER (AS DEFINED IN RULE 144A UNDER THE SECURITIES ACT) IN A TRANSACTION MEETING THE REQUIREMENTS OF RULE 144A, (b) OUTSIDE THE UNITED STATES IN AN OFFSHORE TRANSACTION IN ACCORDANCE WITH RULE 904 UNDER THE SECURITIES ACT, (c) IN A TRANSACTION MEETING THE REQUIREMENTS OF RULE 144 UNDER THE SECURITIES ACT, (d) TO AN INSTITUTIONAL “ACCREDITED INVESTOR” (AS DEFINED IN RULE 501 (a) (1), (2), (3) OR (7) OF THE SECURITIES ACT (AN “INSTITUTIONAL ACCREDITED INVESTOR”)) THAT, PRIOR TO SUCH TRANSFER, FURNISHES THE TRUSTEE A SIGNED LETTER CONTAINING CERTAIN REPRESENTATIONS AND AGREEMENTS (THE FORM OF WHICH CAN BE OBTAINED FROM THE TRUSTEE) AND AN OPINION OF COUNSEL ACCEPTABLE TO THE COMPANY THAT SUCH TRANSFER IS IN COMPLIANCE WITH THE SECURITIES ACT OR (e) IN ACCORDANCE WITH ANOTHER EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT (AND BASED UPON AN OPINION OF COUNSEL IF THE COMPANY SO REQUESTS), (2) TO THE COMPANY OR (3) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT AND, IN EACH CASE, IN ACCORDANCE WITH ANY APPLICABLE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES OR ANY OTHER APPLICABLE JURISDICTION AND (B) THE HOLDER WILL, AND EACH SUBSEQUENT HOLDER IS REQUIRED TO, NOTIFY ANY PURCHASER FROM IT OF THE SECURITY EVIDENCED HEREBY OF THE RESALE RESTRICTIONS SET FORTH IN (A) ABOVE.” Capitalized terms used herein have the meanings assigned to them in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]Indenture referred to below unless otherwise indicated.

Appears in 2 contracts

Samples: Aeroflex Inc, Aeroflex Inc

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 or 4.15 of the Indenture, check the appropriate box below: ¨ Section 4.10 ¨ Section 4.15 If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 or Section 4.15 of the Indenture, state the amount you elect to have purchased: $_______________ $ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: ___________________________________ Signature Guarantee*: * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another other Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory officer of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Innophos, Inc. 000 Xxxxxxxx Xxxxxx Xxxx Xxxxxxxx, Xxx Xxxxxx 00000 Wachovia Bank, National Association Corporate Trust-NY 4040 Xxx Xxxx Xxxxx, Xxxxx 0000 Xxx Xxxx, Xxx Xxxx 00000 Re: 7.0008.875% Senior Subordinated Notes due 2029 2014 Reference is hereby made to the Indenture, dated as of February 2August 13, 2021 2004 (the “Indenture”), among Viking Cruises LtdInnophos, Inc., as issuer (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust CompanyWachovia Bank, N.A.National Association, as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ $ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 2 contracts

Samples: Indenture (Innophos, Inc.), Indenture (Innophos Investment Holdings, Inc.)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Moog pursuant to Section 4.10 (Asset Sale) or 4.15 4.13 (Change of Control) of the Indenture, check the appropriate box below: If you want to elect to have only part of the Note purchased by the Company Moog pursuant to Section SECTION 4.10 or Section 4.15 4.13 of the Indenture, state the amount you elect to have purchased: $_____________________ Date: _____________________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Re: 7.000% Senior Notes due 2029 Reference is hereby made to the Indenture, dated as of February 2, 2021 (the “Indenture”), among Viking Cruises Ltd, as issuer (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (Sign exactly as your name appears on the Note) Tax Identification Number: ________________________ Signature guarantee: _______________________ (Signature must be guaranteed by an “eligible guarantor institution” meeting the requirements of membership or participation in the Security Transfer Agent Medallion Program (“STAMP”) or such other “signature guarantee program” as may be determined in substitution for STAMP, all in accordance with the Securities Exchange Act of 1934, as amended) Exhibit 4.1 SCHEDULE OF EXCHANGES OF INTERESTS IN THE GLOBAL NOTE* The initial outstanding principal amount of this Global Note is $__________. The following exchanges of a part of this Global Note for an interest in another Global Note or for a Certificated Note, or exchanges of a part of another Global Note or Certificated Note for an interest in this Global Note, have been made: Date of Exchange Amount of decreasein Principal Amount of this Global Note Amount of increasein PrincipalAmount of thisGlobal Note Principal Amount ofthis Global Notefollowing suchdecrease or increase Signature of authorized signatory of Trustee, Depositary or Custodian __________________ *This schedule should be included only if the Note is issued in global form. Exhibit 4.1 EXHIBIT B [FORM OF CERTIFICATE TO BE DELIVERED IN CONNECTION WITH TRANSFERS PURSUANT TO RULE 144A] Moog Inc. 000 Xxxxxxx Xxxx East Aurora, New York 14052 Attention: President MUFG UNION BANK, N.A. 000 Xxxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attention: Corporate Trust - Account Administration Facsimile: +0 000-000-0000 Telephone: +0 000-000-0000 Email: XXXX@xxxxxxxxx.xxx Re: Moog Inc. 4.250% Senior Notes due 2027 (the “TransfereeNotes”) Ladies and Gentlemen: In connection with our proposed sale of $________ aggregate principal amount at maturity of the Notes, we hereby certify that such transfer is being effected pursuant to and in accordance with Rule 144A (“Rule 144A”) under the United States Securities Act of 1933, as amended (the “Securities Act”), and, accordingly, we hereby further certify that the Notes are being transferred to a person that we reasonably believe is purchasing the Notes for its own account, or for one or more accounts with respect to which such person exercises sole investment discretion, and such person and each such account is a “qualified institutional buyer” within the meaning of Rule 144A in a transaction meeting the requirements of Rule 144A and such Notes are being transferred in compliance with any applicable blue sky securities laws of any state of the United States. You and Moog Inc. are entitled to rely upon this letter and are irrevocably authorized to produce this letter or a copy hereof to any interested party in any administrative or legal proceedings or official inquiry with respect to the matters covered hereby. Very truly yours, _______________________________ [Name of Transferor] By: ____________________________ Authorized Signature Signature guarantee: __________________ (Signature must be guaranteed by an “eligible guarantor institution” meeting the requirements of membership or participation in the Security Transfer Agent Medallion Program (“STAMP”) or such other “signature guarantee program” as further specified may be determined in Annex A hereto. substitution for STAMP, all in accordance with the Securities Exchange Act of 1934, as amended) Exhibit 4.1 EXHIBIT C [FORM OF CERTIFICATE TO BE DELIVERED IN CONNECTION WITH TRANSFERS PURSUANT TO REGULATION S] Moog Inc. 000 Xxxxxxx Xxxx East Aurora, New York 14052 Attention: President MUFG UNION BANK, N.A. 000 Xxxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attention: Corporate Trust - Account Administration Facsimile: +0 000-000-0000 Telephone: +0 000-000-0000 Email: XXXX@xxxxxxxxx.xxx Re: Moog Inc. 4.250% Senior Notes due 2027 (the “Notes”) Ladies and Gentlemen: In connection with our proposed sale of $_______ aggregate principal amount of the TransferNotes, we confirm that such sale has been effected pursuant to and in accordance with Regulation S under the Transferor hereby certifies U.S. Securities Act of 1933, as amended (the “Securities Act”), and, accordingly, we represent that: [CHECK ALL THAT APPLY]:

Appears in 1 contract

Samples: Indenture (Moog Inc.)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 or 4.15 of the Indenture, check the appropriate box below: If you want to elect to have only part of the Note Security purchased by the Company pursuant to Section 4.10 or Section 4.15 4.01(b) of the Supplemental Indenture, state the amount you elect to have purchased: $_______________ Date: :________________ Your Signature: :______________________________ (Sign exactly as your name appears on the face of this NoteSecurity) Tax Identification No.: Signature Guarantee*: :______________________ Signature Guarantee*:___________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE A-1 SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE SECURITY* The initial principal amount of this Global Security is € . The following exchanges of a part of this Regulation S Temporary Global Note Security for an interest in another Global Note, Security or exchanges of a part of another Restricted Global Note for an interest Securities in this Regulation S Temporary Global Notecertificated form, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Security Amount of increase in Principal Amount of this Global Note Security Principal Amount of this Global Note Security following such decrease (or increase) Signature of authorized signatory officer of Trustee Registrar or Custodian Paying Agent * This schedule should be included only if the Security is issued in global form. EXHIBIT B FORM OF CERTIFICATE OF TRANSFER A-2 [Company address blockFace of Security] AMERICAN TOWER CORPORATION Certificate No. _______ [Registrar address blockINSERT GLOBAL SECURITY LEGEND AS REQUIRED] Re: 7.0004.625% Senior Notes due 2029 Reference is hereby made to the Indenture2031 CUSIP No. 03027X CB4 ISIN No. XS2622275969 COMMON CODE: 262227596 American Tower Corporation, dated as of February 2, 2021 (the “Indenture”), among Viking Cruises Ltd, as issuer a Delaware corporation (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Companyfor value received, N.A.hereby promises to pay to USB Nominees (UK) Limited, as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________nominee of Elavon Financial Services DAC, (the “Transferor”) owns and proposes to transfer the Note[s] as common depositary, or interest in such Note[s] specified in Annex A heretoits registered assigns, in the principal amount sum of $___________ in such Note[s] or interests euros (the “Transfer”)€ ) on May 16, 2031 and to ___________________________ (the “Transferee”)pay interest thereon, as further specified in Annex A heretoprovided on the reverse hereof, until the principal and any unpaid and accrued interest are paid or duly provided for. In connection Interest Payment Date: May 16, with the Transferfirst payment to be made on May 16, 2024. Regular Record Date: May 1. The provisions on the Transferor hereby certifies that: [CHECK ALL THAT APPLY]back of this certificate are incorporated as if set forth on the face hereof.

Appears in 1 contract

Samples: Base Indenture (American Tower Corp /Ma/)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 or 4.15 2.1 of the Second Supplemental Indenture, check the appropriate box belowbox: If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 or Section 4.15 2.1 of the Second Supplemental Indenture, state the amount you elect to have purchased: purchased (in the minimum principal amount of $_______________ 2,000 or integral multiples of $1,000 in excess thereof): $ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS INCREASES OR DECREASES IN THE REGULATION S TEMPORARY GLOBAL NOTE NOTE* The following exchanges of a part increases or decreases in the principal amount of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Change Amount of decrease Decrease in Principal Amount of this Global Note Amount of increase Increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease Decrease (or increaseIncrease) Signature of authorized signatory Authorized Signatory of Trustee or Custodian EXHIBIT B Depository * To be included in a Global Note only. Exhibit A-2 FORM OF CERTIFICATE 2028 NOTE [FACE OF TRANSFER [Company address blockNOTE] [Registrar address blockInsert Private Placement Legend, if applicable.] Re: 7.000[Insert Global Note Legend, if applicable.] XX XXXXXXXX CORPORATION 5.000% Senior Notes due 2029 Reference is hereby made to the Indenture, dated as of February 2, 2021 (the “Indenture”), among Viking Cruises Ltd, as issuer (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the IndentureSENIOR NOTE DUE 2028 No. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $__ $ __________ in such Note[s] or interests CUSIP No. 5 ISIN 6 XX XXXXXXXX CORPORATION, a Delaware corporation (the “Transfer”Company,” which term includes any successor Person under the Indenture hereinafter referred to), for value received promises to _________________pay to [Cede & Co.]7 or registered assigns, the principal sum of __________ (Dollars [or such greater or lesser amount as indicated on the “Transferee”)Schedule of Increases or Decreases in Global Note,]3 on February 1, 2028. Interest Payment Dates: February 1 and August 1 Regular Record Dates: January 15 and July 15 Reference is hereby made to the further provisions of this Note set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as further specified if set forth at this place. 5 144A: 000000XX0 / Regulation S: X0000XXX0 6 144A: US403949AM20 / Regulation S: USU4322CAE31 7 To be included in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]a Global Note only.

Appears in 1 contract

Samples: Second Supplemental Indenture (HF Sinclair Corp)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuers pursuant to Section 4.10 or 4.15 4.14 of the Indenture, check the appropriate box below: [ ] Section 4.14 If you want to elect to have only part of the this Note purchased by the Company Issuers pursuant to Section 4.10 or Section 4.15 4.14 of the Indenture, state the amount you elect to have purchased: $_______________ Date: _____________________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: __________________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE NOTE* The initial outstanding principal amount of this Global Note is $__________. The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory increase Signatory of Trustee or Note Custodian * This schedule should be included only if the Note is issued in global form. EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Xxxxxxx Finance LLC Xxxxxxx Finance Co. c/o Nielsen Holdings plc 000 0xx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Fax No.: 000-000-0000 Attention: General Counsel Deutsche Bank Trust Company address block] [Registrar address block] Americas Trust and Agency Services 00 Xxxx Xxxxxx, 00xx Xxxxx XX: NYC60-2405 Xxx Xxxx, XX 00000 Fax No.: 000-000-0000 Attention: Corporate Team/ Xxxxxxx Finance LLC and Xxxxxxx Finance Co. Deal ID: SF5297 Re: 7.0004.750% Senior Notes due 2029 2031 Reference is hereby made to the Indenture, dated as of February 2May 28, 2021 (the “Indenture”), among Viking Cruises LtdXxxxxxx Finance LLC, as issuer (the “Company”)Xxxxxxx Finance Co., the Guarantors party thereto named therein and The Bank of New York Mellon Trust Company, N.A., as trusteethe Trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, _ (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ $ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Indenture (Nielsen Holdings PLC)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 or 4.15 of the Indenture, check the appropriate box below: If you want to elect to have only part of the Note Security purchased by the Company pursuant to Section 4.10 or Section 4.15 4.01(b) of the Supplemental Indenture, state the amount you elect to have purchased: $_______________ Date: :________________ Your Signature: :________________________________ (Sign exactly as your name appears on the face of this NoteSecurity) Tax Identification No.: Signature Guarantee*: :______________________ Signature Guarantee*:___________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE A SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE SECURITY* The initial principal amount of this Global Security is $ . The following exchanges of a part of this Regulation S Temporary Global Note Security for an interest in another Global Note, Security or exchanges of a part of another Restricted Global Note for an interest Securities in this Regulation S Temporary Global Notecertificated form, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Security Amount of increase in Principal Amount of this Global Note Security Principal Amount of this Global Note Security following such decrease (or increase) Signature of authorized signatory officer of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER * This schedule should be included only if the Security is issued in global form. XXXXXXX X-0 [Company address blockFace of Security] AMERICAN TOWER CORPORATION Certificate No. _______ [Registrar address blockINSERT GLOBAL SECURITY LEGEND AS REQUIRED] Re: 7.0003.700% Senior Notes due 2029 Reference is hereby made to the Indenture2049 CUSIP No. 03027X AY6 ISIN No. US03027XAY67 American Tower Corporation, dated as of February 2, 2021 (the “Indenture”), among Viking Cruises Ltd, as issuer a Delaware corporation (the “Company”), for value received, hereby promises to pay to Cede & Co., or its registered assigns, the Guarantors party thereto principal sum of dollars ($ ) on October 15, 2049 and The Bank of New York Mellon Trust Company, N.A.to pay interest thereon, as trustee. Capitalized terms used but not defined herein shall have provided on the meanings given to them in the Indenture. ___________________reverse hereof, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in until the principal amount of $___________ in such Note[s] and any unpaid and accrued interest are paid or interests (the “Transfer”)duly provided for. Interest Payment Dates: April 15 and October 15, to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transferfirst payment to be made on April 15, 2020. Regular Record Dates: April 1 and October 1. The provisions on the Transferor hereby certifies that: [CHECK ALL THAT APPLY]back of this certificate are incorporated as if set forth on the face hereof.

Appears in 1 contract

Samples: Base Indenture (American Tower Corp /Ma/)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 or 4.15 4.14 of the Indenture, check the appropriate box below: [ ] Section 4.10 [ ] Section 4.14 If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 or Section 4.15 4.14 of the Indenture, state the amount you elect to have purchased: $_______________ Date: _______________ ------------------------- Your Signature: ------------------------ (Sign exactly as your name appears on the face of this Note) Tax Identification No.: ---------------- Signature Guarantee*: _________________________ --------------- * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date Principal Amount of Exchange Signature of Amount of decrease in Principal Amount of this Global Note Amount of increase in this Global Note authorized officer of Principal Amount of Principal Amount of following such decrease Trustee or Note Date of Exchange this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian ---------------- --------------------- --------------------- ----------------------- --------------------- EXHIBIT B FORM OF CERTIFICATE NOTATION OF TRANSFER [GUARANTEE For value received, each Guarantor (which term includes any successor Person under the Indenture) has, jointly and severally, unconditionally guaranteed, to the extent set forth in the Indenture and subject to the provisions in the Indenture dated as of May 26, 2006 (the "Indenture") among Amkor Technology, Inc., the Guarantors signatory thereto, and U.S. Bank National Association, as trustee (the "Trustee"), (a) the due and punctual payment of the principal of, premium, if any, and interest on the Notes (as defined in the Indenture), whether at maturity, by acceleration, redemption or otherwise, the due and punctual payment of interest on overdue principal and premium, and, to the extent permitted by law, interest, and the due and punctual performance of all other obligations of the Company address block] [Registrar address block] Re: 7.000% Senior to the Holders or the Trustee all in accordance with the terms of the Indenture and (b) in case of any extension of time of payment or renewal of any Notes or any of such other obligations, that the same will be promptly paid in full when due 2029 Reference or performed in accordance with the terms of the extension or renewal, whether at stated maturity, by acceleration or otherwise. The obligations of the Guarantors to the Holders of Notes and to the Trustee pursuant to the Note Guarantee and the Indenture are expressly set forth in Article 10 of the Indenture and reference is hereby made to the IndentureIndenture for the precise terms of the Note Guarantee. Each Holder of a Note, dated as of February 2by accepting the same, 2021 (the “Indenture”)agrees to and shall be bound by such provisions. [Signature page follows] AMKOR INTERNATIONAL HOLDINGS, among Viking Cruises LtdLLC AMKOR TECHNOLOGY LTD. AMKOR TECHNOLOGY PHILIPPINES, as issuer (the “Company”)INC. P-FOUR LLC UNITIVE, the Guarantors party thereto and The Bank of New York Mellon Trust CompanyINC. UNITIVE ELECTRONICS, N.A., as trusteeINC. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies thatBy: [CHECK ALL THAT APPLY]------------------------------------ Name: ---------------------------------- Title: ---------------------------------

Appears in 1 contract

Samples: Indenture (Amkor Technology Inc)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuer pursuant to Section 4.10 3.7 or 4.15 3.9 of the Indenture, check the appropriate box belowbox: ¨ 3.7 ¨ 3.9 If you want to elect to have only part of the this Note purchased by the Company Issuer pursuant to Section 4.10 3.7 or Section 4.15 3.9 of the Indenture, state the amount you elect to have purchased: $_______________ in principal amount (must be in denominations of €100,000 or integral multiples of €1,000 in excess thereof): € Date: _______________ Your Signature: (Sign exactly as your name appears on the face other side of this the Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant (Signature must be guaranteed) The signature(s) should be guaranteed by an eligible guarantor institution (banks, stockbrokers, savings and loan associations and credit unions with membership in a recognized Signature Guarantee Medallion Program (or other an approved signature guarantor acceptable guarantee medallion program), pursuant to the Trustee)SEC Rule 17Ad-15. SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian EXHIBIT B B-1 FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Axalta Coating Systems, LLC Two Commerce Square 0000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxxxxxxxxxxx, XX 00000 Facsimile: (000) 000-0000 Attention: General Counsel Wilmington Trust, National Association 000 Xxxxx Xxxx, Xxxxx 000 Xxxxxxxx, XX 00000 Facsimile: (000) 000-0000 Attention: Corporate Capital Markets Re: 7.0004.875% Senior Notes due 2029 2024 Reference is hereby made to the Indenture, dated as of February 2August 16, 2021 2016 (the “Indenture”), among Viking Cruises LtdAxalta Coating Systems, as issuer LLC, a limited liability company organized under the laws of Delaware (the “CompanyIssuer”), the Guarantors party thereto (as defined herein) listed on the signature pages thereto, Wilmington Trust, National Association, as trustee (in such capacity, the “Trustee”), Citigroup Global Markets Deutschland AG, as registrar, and The Bank of New York Mellon Trust Company, Citibank N.A., London Branch, as trusteea paying agent and authenticating agent. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ $ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Indenture (Axalta Coating Systems Ltd.)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuer pursuant to Section 4.10 or 4.15 2.10 (“Change of Control”) of the Supplemental Indenture, check the appropriate box below: If you want to elect to have only part of the Note purchased by the Company Issuer pursuant to Section 4.10 or Section 4.15 2.10 of the Supplemental Indenture, state the amount you elect to have purchased: $_____________________ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been madeYour Signature: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Re: 7.000% Senior Notes due 2029 Reference is hereby made to the Indenture, dated as of February 2, 2021 (the “Indenture”), among Viking Cruises Ltd, as issuer (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (Sign exactly as your name appears on the Note) Tax Identification Number: _________________ Signature guarantee:______________ (Signature must be guaranteed by a participant in a recognized signature guarantee medallion program) [Include if Restricted Note] CERTIFICATE TO BE DELIVERED UPON EXCHANGE OR REGISTRATION OF TRANSFER OF RESTRICTED NOTES WestRock Company 000 Xxxxxxxx Xxxxxx Norcross, Georgia 30071 Attention: General Counsel The Bank of New York Mellon Trust Company, N.A. 000 Xxxx Xxxxxx, 12th Floor Pittsburgh, PA 15262 Attention: Corporate Trust Administration Facsimile: (000) 000-0000 Re: WestRock Company 3.375% Senior Note due 2027 CUSIP # Reference is hereby made to that certain indenture dated August 24, 2017 (the “TransfereeBase Indenture”) and that certain Supplemental Indenture dated August 24, 2017 (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”) each among WestRock Company (the “Issuer”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as further specified trustee (the “Trustee”). Capitalized terms used but not defined herein shall have the meanings set forth in Annex A heretothe Indenture. This certificate relates to $ principal amount of Notes held in (check applicable space) book-entry or definitive form by the undersigned. The undersigned (transferor) (check one box below): [_] hereby requests the Registrar or Trustee to deliver in exchange for its beneficial interest in the Global Security held by the Depositary a Definitive Note or Definitive Notes in registered form of authorized denominations and an aggregate principal amount equal to its beneficial interest in such Global Security (or the portion thereof indicated above), in accordance with Section 2.7 of the Base Indenture; [_] hereby requests the Registrar or Trustee to exchange or register the transfer of a Note or Notes to ______________ (transferee). In connection with any transfer of any of the TransferNotes evidenced by this certificate, the Transferor hereby certifies thatundersigned confirms that such Notes are being transferred in accordance with the Restricted Notes Legend as further specified below: [CHECK ALL THAT APPLY]ONE BOX BELOW:

Appears in 1 contract

Samples: First Supplemental Indenture (WestRock Co)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 4.12 or 4.15 4.16 of the Indenture, check the appropriate box below: ☐ Section 4.12 ☐ Section 4.16 If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 4.12 or Section 4.15 4.16 of the Indenture, state the amount you elect to have purchased: $_______________ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE Schedule of Exchanges of Interests in the Global Note* The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory officer of Trustee or Custodian * This schedule to be included only if the Note is issued in global form. EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] HC2 Holdings, Inc. 000 Xxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 U.S. Bank National Association 00 Xxxxxxxxxx Xxxxxx EP-MN-WS3C St. Xxxx, Minnesota 55107 Re: 7.0008.500% Senior Secured Notes due 2029 2026 Reference is hereby made to the Indenture, dated as of February 21, 2021 (the “Indenture”), among Viking Cruises LtdHC2 Holdings, Inc., as issuer (the “Company”), the Subsidiary Guarantors party thereto and The thereto, U.S. Bank of New York Mellon Trust Company, N.A.National Association, as trustee, and the collateral agent party thereto. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Hc2 Holdings, Inc.

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 or 4.15 4.01 of the Indenture, Supplemental Indenture check the appropriate box belowbox: If you want to elect to have only part of the this Note purchased by the Company pursuant to Section 4.10 or Section 4.15 4.01 of the Supplemental Indenture, state the amount you elect to have purchased: $_______________ Date$ Dated: _______________ Your Signature: (Sign exactly as your name appears on the face other side of this Note.) Tax Identification No.: Signature Guarantee*: _________________________ * Participant (Signature must be guaranteed) (Signatures must be guaranteed by a participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor program reasonably acceptable to the Trustee). .) [IF A GLOBAL NOTE, INSERT: SCHEDULE OF EXCHANGES OF OR INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of increases or decreases in this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount principal amount of this Global Note Amount of increase in Principal Amount principal amount of this Global Note Principal Amount amount of this Global Note following such decrease (or increase) increase Signature of authorized signatory of Trustee or Custodian custodian] EXHIBIT B C FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Re: 7.000% Senior Notes due 2029 Reference is hereby made to the SUPPLEMENTAL INDENTURE SUPPLEMENTAL INDENTURE (this “Guarantor Supplemental Indenture”), dated as of February 2, 2021 (the “Indenture”), among Viking Cruises Ltd, as issuer (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, among AutoNation, Inc., a Delaware corporation (the “TransferorCompany) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto), in the principal amount of $___________ in such Note[s] , each a Domestic Subsidiary of the Company (or interests its permitted successor), and Xxxxx Fargo Bank, National Association, as trustee under the indenture referred to below (the “TransferTrustee”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY].

Appears in 1 contract

Samples: Supplemental Indenture (Autonation, Inc.)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 or 4.15 of the Indenture, check the appropriate box below: ¨ Section 4.10 ¨ Section 4.15 If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 or Section 4.15 of the Indenture, state the amount you elect to have purchased: $_______________ $ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another other Restricted Global Note Notes for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian A2-1 EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [JohnsonDiversey, Inc. 0000 00xx Xxxxxx, X.X. Xxx 000 Xxxxxxxxxx, Wisconsin 53177-0902 BNY Midwest Trust Company address block] [Registrar address block] 0 Xxxxx XxXxxxx Xxxxxx Xxxxx 0000 Xxxxxxx, Xxxxxxxx 00000 Re: 7.0009.625 % Senior Subordinated Notes due 2029 2012 Reference is hereby made to the Indenture, dated as of February 2May 3, 2021 2002 (the “Indenture”), among Viking Cruises LtdJohnsonDiversey, Inc., as issuer (the “Company”), the Guarantors party named on the signature pages thereto and The Bank of New York Mellon BNY Midwest Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ $ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Indenture (Johnson Polymer Inc)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuer pursuant to Section 4.10 or 4.15 4.14 of the Indenture, check the appropriate box below: If you want to elect to have only part of the this Note purchased by the Company Issuer pursuant to Section 4.10 or Section 4.15 4.14 of the Indenture, state the amount you elect to have purchased: $_______________ $ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE NOTE* The initial outstanding principal amount of this Global Note is $ . The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) increase Signature of authorized signatory of Trustee or Custodian * This schedule should be included only if the Note is issued in global form. EXHIBIT B [FORM OF CERTIFICATE OF TRANSFER [Company address blockTRANSFER] [Registrar address block] c/o Hilton Grand Vacations Borrower Inc. 0000 Xxxxxxxx Xxxxx Xxxxxxxxx, Xxxxx 000 Xxxxxxx, XX 00000 Facsimile: (000) 000-0000 Attention: Xxxxxxx X. Xxxxxx, Xx., General Counsel With a copy to: Xxxxxxx Xxxxxxx & Xxxxxxxx LLP 000 Xxxxxxxxx Xxxxxx Xxx Xxxx, XX 00000-0000 Facsimile: (000) 000-0000 Attention: Xxxxxxxx Xxxxx Wilmington Trust, National Association Global Capital Markets 00 Xxxxx Xxxxx Xxxxxx, Xxxxx 0000 Xxxxxxxxxxx, XX 00000 Attention: Hilton Grand Vacations Inc., Account Manager Facsimile: (000) 000-0000 Re: 7.0004.875% Senior Notes due 2029 2031 Reference is hereby made to the Indenture, dated as of February 2June 28, 2021 (as amended, supplemented or otherwise modified from time to time, the “Indenture”), among Viking Cruises LtdHilton Grand Vacations Borrower Escrow, as issuer LLC, a Delaware limited liability company (the “CompanyEscrow Issuer), and Hilton Grand Vacations Borrower Escrow, Inc., a Delaware corporation (the “Escrow Co-Issuer” and, together with the Escrow Issuer, the “Escrow Issuers”; provided that, subject to satisfaction of certain conditions, the Escrow Issuer will merge with and into Hilton Grand Vacations Borrower LLC, a Delaware limited liability company (the “Issuer”), with the Issuer continuing as the surviving entity, and the Escrow Co-Issuer will merge with and into Hilton Grand Vacations Borrower Inc., a Delaware corporation (the “Co-Issuer” and, together with the Issuer, the “Issuers”), with the Co-Issuer continuing as the surviving entity, and the Escrow Issuers will be released from their obligations on the Notes and the Indenture, and the Issuers will become the issuers of this Note and assume all obligations of the Issuers under the Indenture and the Notes, and each of the Initial Guarantors will guarantee all of the Issuers’ obligations under the Indenture and the Notes), the Escrow Guarantor (as defined therein), the Guarantors (as defined therein) from time to time party thereto and The Bank of New York Mellon Trust CompanyWilmington Trust, N.A.National Association, a national banking association, as trusteeTrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, _ (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $_______________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Indenture (Hilton Grand Vacations Inc.)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 or 4.15 of the Indenture, check the appropriate box below: ¨ Section 4.10 ¨ Section 4.15 If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 or Section 4.15 of the Indenture, state the amount you elect to have purchased: $_______________ $ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Soc. Sec. or Tax Identification No.: Signature Guarantee*: _________________________ * Participant in (Signature must be guaranteed by a recognized Signature Guarantee financial institution that is a member of the Securities Transfer Agent Medallion Program (“STAMP”), the Stock Exchange Medallion Program (“SEMP”), the New York Stock Exchange, Inc. Medallion Signature Program (“MSP”) or such other signature guarantor acceptable to guarantee program as may be determined by the Trustee). Security Registrar in addition to, or in substitution for, STAMP, SEMP or MSP, all in accordance with the Securities Exchange Act of 1934, as amended.) SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE NOTES4 The following exchanges exchanges, redemptions, repurchases and transfers of interests of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Exchange, Etc. Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian EXHIBIT B 4 This should be included only if the Note is issued in global form. XXXXXXX X-0 FORM OF CERTIFICATE FOR TRANSFER OF TRANSFER [Company address block] [BENEFICIAL INTEREST FROM RESTRICTED GLOBAL NOTE TO REGULATION S GLOBAL NOTE (Pursuant to Section 2.06(a)(i) of the Indenture) Xxxxx Fargo Bank, National Association, as Trustee and Registrar address block] – DAPS Reorg MAC N9303-121 000 0xx Xxxxxx Xxxxx Xxxxxxxxxxx, XX 00000 Telephone No.: (000) 000-0000 Fax No.: (000) 000-0000 Email: XXXXXxxxx@xxxxxxxxxx.xxx Re: 7.0005.000% Senior Notes due 2029 2021 of Xxxxxxxx Offshore Services, Inc. Reference is hereby made to the Indenture, dated as of February 2March 28, 2021 2013 (the “Indenture”), among Viking Cruises LtdXxxxxxxx Offshore Services, as issuer Inc. (the “Company”), the Guarantors guarantors party thereto (the “Guarantors”) and The Bank of New York Mellon Trust CompanyXxxxx Fargo Bank, N.A.National Association, as trusteetrustee (the “Trustee”). Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, This letter relates to $ principal amount of Notes which are evidenced by one or more Restricted Global Notes and held with the Depository in the name of (the “Transferor”) owns and proposes to ). The Transferor has requested a transfer the Note[s] or of such beneficial interest in such Note[s] specified in Annex A hereto, the Notes to a Person who will take delivery thereof in the form of an equal principal amount of $___________ in Notes evidenced by one or more Regulation S Global Notes, which amount, immediately after such Note[s] or interests (transfer, is to be held with the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A heretoDepository. In connection with the Transfersuch request and in respect of such Notes, the Transferor hereby certifies that such transfer has been effected in compliance with the transfer restrictions set forth in the legend in Section 2.06(f)(i) of the Indenture and pursuant to and in accordance with Rule 903 or Rule 904 under the United States Securities Act of 1933, as amended (the “Securities Act”), and accordingly the Transferor hereby further certifies that: [CHECK ALL THAT APPLY]:

Appears in 1 contract

Samples: Indenture (Hornbeck Offshore Services Inc /La)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 or 4.15 4.14 of the Indenture, check the appropriate box below: If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 or Section 4.15 4.14 of the Indenture, state the amount you elect to have purchased: $_______________ $ ---------- Date: _______________ ------------------------------- Your Signature: ------------------------ (Sign exactly as your name appears on the face of this Note) Tax Identification No.: ---------------- Signature Guarantee*: _________________________ --------------- * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, Note or exchanges of a part of another other Restricted Global Note Notes for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Principal Amount at Amount of decrease Decrease in Amount of Increase in Maturity Signature of Principal Amount at Principal Amount at of this Global Note Amount Authorized Officer Maturity Maturity Following such of increase in Principal Amount Trustee or Date of Exchange of this Global Note Principal Amount of this Global Note following such decrease Decrease (or increaseIncrease) Signature of authorized signatory of Trustee or Note Custodian ---------------- --------------------- --------------------- ---------------------- ------------------ A2-13 EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] ReInSight Health Services Corp. 26250 Enterprise Court Suite 100 Lake Forest, CA 92630 Facsimile: 7.000% Senior 949-000-0000 Xxxxxxxxx: Xxxxxxx Xxxxxxx X.X. Xxxx Xxxxxxxl Associatiox Xxxxxxxxx Trust Services 100 Wall Street - Suite 1600 New York, NY 10005 Attention: Cheryl Clarxx Xx: Xxxxxx Xxxxxxx Xxxxxxxx Xxxx Notes due 2029 2000 Reference is hereby made to the Indenture, dated as of February 2September 22, 2021 2005 (the "Indenture"), among Viking Cruises LtdInSight Health Services Corp., as issuer a Delaware corporation (the "Company"), InSight Health Services Holdings Corp., a Delaware corporation (the "Parent"), the Guarantors party thereto Subsidiary Guarantors, and The U.S. Bank of New York Mellon Trust Company, N.A.National Association, as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, _ (the "Transferor") owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount at maturity of $___________ in such Note[s] or interests (the "Transfer"), to ___________________________ (the "Transferee"), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Indenture (IMI of Arlington, Inc.)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company or a portion thereof repurchased pursuant to Section 4.10 4.06 or 4.15 4.09 of the Indenture, check the appropriate box belowbox: ¨ If you want the purchase is in part, indicate the portion (equal to elect $2,000 or an integral multiple of $1,000 in excess thereof) to have only part of the Note purchased by the Company pursuant to Section 4.10 or Section 4.15 of the Indenture, state the amount you elect to have be purchased: $_______________ Date: _______________ Your Signature: (Sign exactly as your name appears on the face other side of this Note) Tax Identification No.Date: Signature Guarantee*Certifying Signature: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Re: 7.000% Senior Notes due 2029 Reference is hereby made to the Indenture, dated as of February 2, 2021 (the “Indenture”), among Viking Cruises Ltd, as issuer (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ SCHEDULE A SCHEDULE OF PRINCIPAL AMOUNT IN THE GLOBAL NOTE The following exchanges of a part of this Global Note for an interest in another Global Note or for a Definitive Registered Note, or exchanges of a part of another Global Note or Definitive Registered Note for an interest in this Global Note, have been made: Date of Decrease/ Increase Amount of Decrease in Principal Amount Amount of Increase in Principal Amount Principal Amount Following such Decrease/Increase Signature of authorized officer of Registrar Exhibit B FORM OF TRANSFER CERTIFICATE FOR TRANSFER FROM RESTRICTED GLOBAL NOTE TO REGULATION S GLOBAL NOTE1 (Transfers pursuant to § 2.06(b)(ii) of the Indenture) The Bank of New York Mellon Trust Company, N.A. 4000 Xxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxxxx, Xxxxxxx 00000 Attn: Corporate Trust Administration Re: Royal Caribbean Senior Notes (the “TransfereeNotes”) Reference is hereby made to the Indenture dated as of February 13, 2023 (as amended, supplemented or otherwise modified from time to time, the “Indenture”) among, inter alios, Royal Caribbean Cruises Ltd., a corporation incorporated and existing under the laws of the Republic of Liberia, as Issuer, RCI Holdings LLC, as Guarantor, and The Bank of New York Mellon Trust Company, N.A., as Trustee. Capitalized terms used but not defined herein shall have the meanings given them in the Indenture. This letter relates to $ _____________ aggregate principal amount of Notes that are held as a beneficial interest in the form of the Restricted Global Note (CUSIP No.: [●]2; ISIN No: [●]3) with DTC in the name of [name of transferor] (the “Transferor”), as further specified . The Transferor has requested an exchange or transfer of such beneficial interest for an equivalent beneficial interest in Annex A heretothe Regulation S Global Note (CUSIP No.: [●]4; ISIN No: [●]5). In connection with the Transfersuch request, the Transferor does hereby certifies that: [CHECK ALL THAT APPLY]certify that such transfer has been effected in accordance with the transfer restrictions set forth in the Notes and:

Appears in 1 contract

Samples: Indenture (Royal Caribbean Cruises LTD)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 or 4.15 of the Indenture, check the appropriate box below: ¨ Section 4.10 ¨ Section 4.15 If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 or Section 4.15 of the Indenture, state the amount you elect to have purchased: $_______________ $ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another other Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date Amount of Exchange Amount of Principal Amount Signature of decrease in Principal Amount increase in of this Global Note Amount of increase in authorized Principal Amount Principal Amount following such signatory of of of decrease Trustee or Date of Exchange this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] ReSabre Inc. 0000 Xxxxx Xxxxx, Xxxxxxxxx, XX 00000 Xxxxx Fargo Bank – DAPS Reorg. MAC N9303-121 000 0xx Xxxxxx Xxxxx Xxxxxxxxxxx, XX 00000 Telephone No.: 7.000% Senior Notes due 2029 Reference is hereby made to the Indenture, dated as of February 2, 2021 (the “Indenture”), among Viking Cruises Ltd, as issuer 000) 000-0000 Fax No.: (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”000) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that000-0000 Email: [CHECK ALL THAT APPLY]XXXXXxxxx@xxxxxxxxxx.xxx

Appears in 1 contract

Samples: Intercreditor Agreement (Sabre Corp)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 410 or 4.15 414 of the Indenture, check the appropriate box belowbox: [ ]. If you want to elect to have only part of the this Note purchased by the Company pursuant to Section 4.10 410 or Section 4.15 414 of the Indenture, state the amount you elect to (in principal amount): $ Date: Signed: ------------------------- -------------------------------------- (Sign exactly as your name appears on the other side of the Note) Signature Guarantee: ----------------------------------------------- Signatures must be guaranteed by an "eligible guarantor institution" meeting the requirements of the Note Registrar, which requirements include membership or participation in the Security Transfer Agent Medallion Program ("STAMP") or such other "signature guarantee program" as may be determined by the Note Registrar in addition to, or in substitution for, STAMP, all in accordance with the Securities Exchange Act of 1934, as amended. SCHEDULE OF INCREASES OR DECREASES IN GLOBAL NOTE The following increases or decreases in this Global Note have purchasedbeen made: $Date of Amount of Amount of Principal amount Signature Exchange decreases in increases in of this Global of authorized Principal Principal Note following officer or Trustees Amount of this Amount of this such decreases of Securities Global Note Global Note or increases Custodian EXHIBIT B Form of Supplemental Indenture in Respect of Note Guarantee SUPPLEMENTAL INDENTURE, dated as of [_______________ Date: _______________ Your Signature: ] (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Re: 7.000% Senior Notes due 2029 Reference is hereby made to the "Supplemental Indenture, dated as of February 2, 2021 (the “Indenture”"), among Viking Cruises Ltd, as issuer [name of [New Note Guarantor[s](14)] (the “Company”"New Note Guarantor[s]"), U.S. Office Products Company (the Guarantors party thereto "Company"), [any] [the] [each other] then existing Note Guarantor[s] under the Indenture referred to below (the "Existing Guarantor[s]") and The State Street Bank of New York Mellon and Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, Trustee (the “Transferor”"Trustee") owns and proposes under the Indenture referred to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]below.

Appears in 1 contract

Samples: Us Office Products Co

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuers pursuant to Section 4.10 4.11 or 4.15 4.16 of the Supplemental Indenture, check the appropriate box below: c Section 4.11 c Section 4.16 If you want to elect to have only part of the Note purchased by the Company Issuers pursuant to Section 4.10 4.11 or Section 4.15 4.16 of the Supplemental Indenture, state the amount you elect to have purchased: $$ _______________________ Date: :____________________ Your Signature: :_____________________________________________________ (Sign exactly as your name appears on the face of this Note) Tax Identification No.: _______________________________________________ Signature Guarantee*: _______________________________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE NOTE* The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal ofdecrease inPrincipal Amount of this Global Note Amount of increase in Principal ofincrease inPrincipal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory ofauthorized officer of Trustee or Note Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Re: 7.000% Senior Notes due 2029 Reference is hereby made to the IndentureCCO Holdings, dated as of February 2LLC CCO Capital Corp. c/o Charter Communications, 2021 (the “Indenture”)Inc. 000 Xxxxxxxx Xxxxxx, among Viking Cruises Ltd00xx Xxxxx Xxxxxxxx, as issuer (the “Company”), the Guarantors party thereto and Xxxxxxxxxxx 00000 The Bank of New York Mellon Trust Company, N.A.N.A. 0 Xxxxx XxXxxxx Xxxxxx, as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________Xxxxx 0000 Xxxxxxx, Xxxxxxxx 00000 Facsimile No.: (the “Transferor”000) owns 000-0000 Attention: Corporate Trust Administration Re: CCO Holdings, LLC and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]CCO Holdings Capital Corp.

Appears in 1 contract

Samples: Fourth Supplemental Indenture (Charter Communications, Inc. /Mo/)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 or 4.15 of the Indenture, check the appropriate box below: If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 or Section 4.15 of the Indenture, state the amount you elect to have purchased: $_______________ $ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, Note or exchanges exchange of a part of another other Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Sabre GLBL Inc. 0000 Xxxxx Xxxxx Xxxxxxxxx, XX 00000 Xxxxx Fargo Bank – DAPS Reorg. MAC X0000-000 0xx Xxxxxx and Xxxxxxxxx Xxxxxx, 00 Xxxxx Xxxxxxxxxxx, XX 00000 Telephone No.: (000) 000-0000 Fax No.: (000) 000-0000 Email: XXXXXxxxx@xxxxxxxxxx.xxx Re: 7.0007.375% Senior Secured Notes due 2029 2025 (the “Notes”) (CUSIP [ ]) Reference is hereby made to the Indenture, dated as of February 2August 27, 2021 2020 (the “Indenture”), among Viking Cruises LtdSabre GLBL Inc., as issuer (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust CompanyXxxxx Fargo Bank, N.A.National Association, as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ $ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Indenture (Sabre Corp)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuers pursuant to Section 4.10 or 4.15 of the Indenture, check the appropriate box below: If you want to elect to have only part of the Note purchased by the Company Issuers pursuant to Section 4.10 or Section 4.15 of the Indenture, state the amount you elect to have purchased: $_______________ Date: ___________________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE Schedule of Exchanges of Interests in the Global Note* The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory officer of Trustee or Custodian * This schedule should be included only if the Note is issued in global form. EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Targa Resources Partners LP Targa Resources Partners Finance Corporation 000 Xxxxxxxxx Xx., Xxxxx 0000 Xxxxxxx, Xxxxx 00000 U.S. Bank National Association 0 Xxxxxxxx Xxxxx, Xxxxx 0000 Xxxxxxx, Xxxxx 00000-0000 Re: 7.00051⁄2% Senior Notes due 2029 2030 Reference is hereby made to the Indenture, dated as of February 2November 27, 2021 2019 (the “Indenture”), among Viking Cruises LtdTarga Resources Partners LP, as issuer a Delaware limited partnership (“Targa Resources Partners”), and Targa Resources Partners Finance Corporation, a Delaware corporation (“Finance Corp.” and, together with Targa Resource Partners, the “CompanyIssuers”), the Guarantors party thereto and The U.S. Bank of New York Mellon Trust Company, N.A.National Association, as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, _ (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Conveyance and Assumption Agreement (Targa Resources Partners LP)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuers pursuant to Section 4.10 4.11 or 4.15 4.16 of the Supplemental Indenture, check the appropriate box below: ¨ Section 4.11 ¨ Section 4.16 If you want to elect to have only part of the Note purchased by the Company Issuers pursuant to Section 4.10 4.11 or Section 4.15 4.16 of the Supplemental Indenture, state the amount you elect to have purchased: $$ _______________________ Date: :____________________ Your Signature: :_____________________________________________________ (Sign exactly as your name appears on the face of this Note) Tax Identification No.: _______________________________________________ Signature Guarantee*: _______________________________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE NOTE* The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal ofdecrease inPrincipal Amount of this Global Note Amount of increase in Principal ofincrease inPrincipal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory ofauthorized officer of Trustee or Note Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] CCO Holdings, LLC CCO Capital Corp. c/o Charter Communications, Inc. 000 Xxxxxxxx Xxxxxx, 00xx Xxxxx Xxxxxxxx, Xxxxxxxxxxx 00000 The Bank of New York Mellon Trust Company, N.A. 0 Xxxxx XxXxxxx Xxxxxx, Xxxxx 0000 Xxxxxxx, Xxxxxxxx 00000 Facsimile No.: (000) 000-0000 Attention: Corporate Trust Administration Re: 7.000CCO Holdings, LLC and CCO Holdings Capital Corp. ¨ 5.125% Senior Notes due 2029 2023 (CUSIP [ ]) (the “Notes”) Reference is hereby made to the Indenture, dated as of February 2November 5, 2021 2014 (the “Base Indenture”), among Viking Cruises LtdCCOH Safari, as issuer LLC, CCO Holdings, LLC (“CCO Holdings”), CCO Holdings Capital Corp. (“Capital Corp” and, together with CCO Holdings, the “CompanyIssuers”), the Guarantors guarantor party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee, as supplemented by the Third Supplemental Indenture dated as of April 21, 2015 (the “Supplemental Indenture”). Capitalized terms used but not defined herein shall have the meanings given to them in the Supplemental Indenture. ___________________, _ (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $_____________________________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Satisfaction and Discharge (Charter Communications, Inc. /Mo/)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company or a portion thereof repurchased pursuant to Section 4.10 4.09 or 4.15 4.11 of the Indenture, check the appropriate box belowbox: ¨ If you want the purchase is in part, indicate the portion (in denominations of $2,000 or any integral multiple of $1,000 in excess thereof) to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 or Section 4.15 of the Indenture, state the amount you elect to have be purchased: $_______________ Date: _______________ Your Signature: (Sign exactly as your name appears on the face other side of this Note) Tax Identification No.Date: Certifying Signature: SCHEDULE A SCHEDULE OF PRINCIPAL AMOUNT IN THE GLOBAL NOTE The following exchanges of a part of this Global Note for an interest in another Global Note or for a Definitive Registered Note, or exchanges of a part of another Global Note or Definitive Registered Note for an interest in this Global Note, have been made: Date of Decrease/ Increase Amount of Decrease in Principal Amount Amount of Increase in Principal Amount Principal Amount Following such Decrease/Increase Signature Guarantee*of authorized officer of Registrar Schedule A Exhibit B FORM OF TRANSFER CERTIFICATE FOR TRANSFER FROM RESTRICTED GLOBAL NOTE TO REGULATION S GLOBAL NOTE1 (Transfers pursuant to § 2.06(b)(ii) of the Indenture) The Bank of New York Mellon Trust Company, N.A. 00000 Xxxxxxxxx Xxxxxxx Xxxxx, 0xx Xxxxx Xxxxxxxxxxxx, Xxxxxxx 00000 Attn: Corporate Trust Administration Re: Royal Caribbean Senior Notes (the “Notes”) Reference is hereby made to the Indenture dated as of June 9, 2020 (as amended, supplemented or otherwise modified from time to time, the “Indenture”) among, inter alios, Royal Caribbean Cruises Ltd., a corporation incorporated and existing under the laws of the Republic of Liberia, as Issuer, RCI Holdings LLC, as Guarantor, and The Bank of New York Mellon Trust Company, N.A., as Trustee. Capitalized terms used but not defined herein shall have the meanings given them in the Indenture. This letter relates to $ _________________________ * Participant in aggregate principal amount of Notes that are held as a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an beneficial interest in another Global Note, or exchanges the form of a part of another the Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made(CUSIP No.: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase[●]2; ISIN No: [●]3) Signature of authorized signatory of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Re: 7.000% Senior Notes due 2029 Reference is hereby made to the Indenture, dated as of February 2, 2021 (the “Indenture”), among Viking Cruises Ltd, as issuer (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them with DTC in the Indenture. ___________________, name of [name of transferor] (the “Transferor”) owns and proposes to ). The Transferor has requested an exchange or transfer the Note[s] or of such beneficial interest for an equivalent beneficial interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests Regulation S Global Note (the “Transfer”CUSIP No.: [●]4; ISIN No: [●]5), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfersuch request, the Transferor does hereby certifies that: [CHECK ALL THAT APPLY]certify that such transfer has been effected in accordance with the transfer restrictions set forth in the Notes and:

Appears in 1 contract

Samples: Indenture (Royal Caribbean Cruises LTD)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 4.6 or 4.15 4.7 of the Thirty-Seventh Supplemental Indenture, check the appropriate box below: If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 4.6 or Section 4.15 4.7 of the Thirty-Seventh Supplemental Indenture, state the amount you elect to have purchased: $_______________ $ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE Schedule of Exchanges of Interests in the Global Note * The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory officer of Trustee or Custodian * This schedule should be included only if the Note is issued in global form. EXHIBIT B To Thirty-Seventh Supplemental Indenture FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Xxxxx Healthcare Corporation 00000 Xxxxxx Xxxxxxx Xxxxxx, XX 00000 Attention: Investor Relations The Bank of New York Mellon Trust Company, N.A. 000 Xxxxx Xxxx Xxxxxx, Xxxxx 000 Xxx Xxxxxxx, XX 00000 Attention: Corporate Unit Re: 7.0004.250% Senior Secured First Lien Notes due Due 2029 Reference is hereby made to the Indenture, dated as of February 2November 6, 2021 (the “Indenture”)2001, among Viking Cruises Ltdbetween Xxxxx Healthcare Corporation, as issuer (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trusteesuccessor trustee to The Bank of New York, as supplemented by the Thirty-Seventh Supplemental Indenture, dated as of June 2, 2021, among the Company, the Guarantors party thereto and the Trustee (as so supplemented, the “Indenture”). Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________[ ], (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ [ ] in such Note[s] or interests (the “Transfer”), to ___________________________ [ ] (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Tenet Healthcare Corp

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuer pursuant to Section 4.10 or 4.15 4.14 of the Indenture, check the appropriate box below: ¨ Section 4.10 ¨ Section 4.14 If you want to elect to have only part of the this Note purchased by the Company Issuer pursuant to Section 4.10 or Section 4.15 4.14 of the Indenture, state the amount you elect to have purchased: $_______________ $ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE NOTE* The initial outstanding principal amount of this Global Note is $ . The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) increase Signature of authorized signatory of Trustee or Custodian * This schedule should be included only if the Note is issued in global form. EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] c/o APX Group, Inc. 0000 Xxxxx 000 Xxxx Xxxxx, XX 00000 Facsimile: (000) 000-0000 Attention: General Counsel With a copy to: Xxxxxxx Xxxxxxx & Xxxxxxxx LLP 000 Xxxxxxxxx Xxxxxx Xxx Xxxx, XX 00000-0000 Facsimile: (000) 000-0000 Attention: Igor Fert Wilmington Trust, National Association Xxxxxx Square North 0000 Xxxxx Xxxxxx Xxxxxx Xxxxxxxxxx, XX 00000 Facsimile: 000-000-0000 Attention: Capital Markets and Agency Services Re: 7.0007.875% Senior Secured Notes due 2029 2022 Reference is hereby made to the Indenture, dated as of February 2May 26, 2021 2016 (as amended, supplemented or otherwise modified from time to time, the “Indenture”), among Viking Cruises LtdAPX Group, as issuer Inc. (the “CompanyIssuer”), the Guarantors from time to time party thereto and The Bank of New York Mellon Trust Company, N.A., as trusteethe Trustee and Collateral Agent. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ $ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Indenture (APX Group Holdings, Inc.)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 or 4.15 of the Indenture, check the appropriate box below: ¨ Section 4.10 ¨ Section 4.15 If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 or Section 4.15 of the Indenture, state the amount you elect to have purchased: $_______________ $ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Soc. Sec. or Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian EXHIBIT B XXXXXXX X-0 FORM OF CERTIFICATE FOR TRANSFER OF TRANSFER [Company address block] [BENEFICIAL INTEREST FROM RULE 144A GLOBAL NOTE OR IAI GLOBAL NOTE TO REGULATION S GLOBAL NOTE (Pursuant to Section 2.06(a)(i) of the Indenture) The Bank of New York Mellon, as Trustee and Registrar address block] Global Corporate Trust 000 Xxxxxxx Xxxxxx, Floor 7E New York, New York 10286 Re: 7.0006.875% Senior Notes due 2029 2022 of CGG S.A. Reference is hereby made to the Indenture, dated as of February 2May 1, 2021 2014 (the “Indenture”), among Viking Cruises Ltd, as issuer CGG S.A. (the “Company”), the Guarantors any guarantors party thereto (the “Guarantors”) and The Bank of New York Mellon Trust Company, N.A.Mellon, as trusteetrustee (the “Trustee”). Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________This letter relates to $ principal amount of Notes which are evidenced by one or more (i) Rule 144A Global Notes and held with the Depository or (ii) IAI Global Notes and held with the Depository, in either case in the name of (the “Transferor”) owns and proposes to ). The Transferor has requested a transfer the Note[s] or of such beneficial interest in such Note[s] specified in Annex A hereto, the Notes to a Person who will take delivery thereof in the form of an equal principal amount of $___________ in Notes evidenced by one or more Regulation S Global Notes, which amount, immediately after such Note[s] or interests (transfer, is to be held with the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A heretoDepository. In connection with the Transfersuch request and in respect of such Notes, the Transferor hereby certifies that such transfer has been effected in compliance with the transfer restrictions applicable to the Global Notes and pursuant to and in accordance with Rule 903 or Rule 904 under the United States Securities Act of 1933, as amended (the “Securities Act”), and accordingly the Transferor hereby further certifies that: [CHECK ALL THAT APPLY]:

Appears in 1 contract

Samples: Indenture (CGG Holding B.V.)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuer pursuant to Section 4.10 or 4.15 4.14 of the Indenture, check the appropriate box below: [ ] Section 4.10 [ ] Section 4.14 If you want to elect to have only part of the this Note purchased by the Company Issuer pursuant to Section 4.10 or Section 4.15 4.14 of the Indenture, state the amount you elect to have purchased: $_______________ Date: _____________________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: __________________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE NOTE* The initial outstanding principal amount of this Global Note is $__________. The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) increase Signature of authorized signatory officer of Trustee or Note Custodian * This schedule should be included only if the Note is issued in global form. EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Clear Channel Outdoor Holdings, Inc. 0000 Xxxxx Xxxx 0000X, Xxxxx 000 Xxx Xxxxxxx, XX 00000 Attention: Xxxxx Xxxxxxx, Chief Financial Officer U.S. Bank National Association 000 Xxxxxxxx Xxxxxx, Xxxxx 000 Xxxxxxxxx, XX 00000 Attention: Clear Channel Administrator Re: 7.0007.750% Senior Notes due 2029 2028 Reference is hereby made to the Indenture, dated as of February 217, 2021 (the “Indenture”), among Viking Cruises Ltd, as issuer (the “Company”)Issuer, the Guarantors guarantors party thereto and The Bank of New York Mellon Trust Companythe Trustee, N.A., as trusteeunder which the Notes have been issued. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ $ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Indenture (Clear Channel Outdoor Holdings, Inc.)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 4.10, Section 4.15 or 4.15 Section 4.21 of the Indenture, check the appropriate box below: ☐ Section 4.10 ☐ Section 4.15 ☐ Section 4.21 If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 4.10, Section 4.15 or Section 4.15 4.21 of the Indenture, state the amount you elect to have purchased: $US$_______________ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory officer of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Transfer Unit – Operations Deutsche Bank Trust Company Americas c/o DB Services Americas, Inc. 0000 Xxxx Xxxxxxx, Xxxxx 000 Xxxxxxxxxxxx, XX 00000 Attn: Transfer Department Re: 7.0005.000% Senior Notes due 2029 of Studio City Finance Limited Reference is hereby made to the Indenture, dated as of February 2January 14, 2021 (the “Indenture”), among Viking Cruises LtdStudio City Finance Limited, as issuer (the “Company”), the Guarantors party thereto each Subsidiary Guarantor and The Deutsche Bank of New York Mellon Trust Company, N.A.Company Americas, as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $US$___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Supplemental Indenture (Melco Resorts & Entertainment LTD)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect wish to have this Note purchased by the Company pursuant to Section 4.10 411 or 4.15 415 of the Indenture, check the appropriate box belowbox: o. If you want to elect wish to have only part a portion of the this Note purchased by the Company pursuant to Section 4.10 411 or Section 4.15 415 of the Indenture, state the amount you elect to have purchased(in principal amount) below: $_______________ Date: _______________ Your Signature: (Sign exactly as your name appears on the face other side of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant Signatures must be guaranteed by an “eligible guarantor institution” meeting the requirements of the Note Registrar, which requirements include membership or participation in a recognized Signature Guarantee the Security Transfer Agent Medallion Program (“STAMP”) or such other signature guarantor acceptable to guarantee program” as may be determined by the Trustee)Note Registrar in addition to, or in substitution for, STAMP, all in accordance with the Securities Exchange Act of 1934, as amended. SCHEDULE OF EXCHANGES OF INTERESTS INCREASES OR DECREASES IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of increases or decreases in this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease decreases in Principal Amount of this Global Note Amount of increase increases in Principal Amount of this Global Note Principal Amount amount of this Global Note following such decrease (decreases or increase) increases Signature of authorized signatory officer of Trustee or Notes Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address blockForm of Certificate of Beneficial Ownership On or after [ ], 20[ ] [Registrar address block] XXXXX FARGO BANK MINNESOTA, NATIONAL ASSOCIATION 000 Xxxxx Xxxxxx Xxxxx 000 Xxxxxxxxxx, Xxxxxxxxxxx 00000 Attention: Corporate Trust Department Re: 7.000Graphic Packaging International, Inc. (the “Company”) 8.50% Senior Notes due 2029 Reference is hereby made 2011 (the “Notes”) Ladies and Gentlemen: This letter relates to $ principal amount of Notes represented by the Indenture, offshore [temporary] global note certificate (the “Offshore [Temporary] Global Note”). Pursuant to Section 313(3) of the Indenture dated as of February 2August 8, 2021 2003 relating to the Notes (the “Indenture”), among Viking Cruises Ltdwe hereby certify that (1) we are the beneficial owner of such principal amount of Notes represented by the Offshore [Temporary] Global Note and (2) we are either (i) a Non-U.S. Person to whom the Notes could be transferred in accordance with Rule 904 of Regulation S (“Regulation S”) promulgated under the Securities Act of 1933, as issuer amended (the “Act”) or (ii) a U.S. Person who purchased securities in a transaction that did not require registration under the Act. You, the Company and counsel for the Company are entitled to rely upon this letter and are irrevocably authorized to produce this letter or a copy hereof to any interested party in any administrative or legal proceedings or official inquiry with respect to the matters covered hereby. Terms used in this certificate have the meanings set forth in Regulation S. Very truly yours, [Name of Holder] By: Authorized Signature EXHIBIT C Form of Regulation S Certificate Regulation S Certificate XXXXX FARGO BANK MINNESOTA, NATIONAL ASSOCIATION 000 Xxxxx Xxxxxx Xxxxx 000 Xxxxxxxxxx, Xxxxxxxxxxx 00000 Attention: Corporate Trust Department Re: Graphic Packaging International, Inc. (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, ) 8.50% Senior Notes due 2011 (the “TransferorNotes”) owns Ladies and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the Gentlemen: In connection with our proposed sale of $ aggregate principal amount of $___________ Notes, we confirm that such sale has been effected pursuant to and in such Note[s] or interests accordance with Regulation S (“Regulation S”) under the Securities Act of 1933, as amended (the “TransferSecurities Act”), to ___________________________ (the “Transferee”)and accordingly, we hereby certify as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]follows:

Appears in 1 contract

Samples: Indenture (Graphic Packaging Corp)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 4.11 or 4.15 Section 4.17 of the Indenture, check the appropriate box below: ¨ Section 4.11 ¨ Section 4.17 If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 4.11 or Section 4.15 4.17 of the Indenture, state the amount you elect to have purchased: $________________ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant Signatures must be guaranteed by an “eligible guarantor institution” meeting the requirements of the Registrar, which requirements include membership or participation in a recognized Signature Guarantee the Security Transfer Agent Medallion Program (“STAMP”) or such other signature guarantor acceptable to guarantee program” as may be determined by the Trustee)Registrar in addition to, or in substitution for, STAMP, all in accordance with the Securities Exchange Act of 1934, as amended. SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE NOTE1 The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease Decrease in Principal Amount of this Global Note Amount of increase Increase in Principal Amount of this Global Note Principal Amount of this Global Note following Following such decrease Decrease (or increaseIncrease) Signature of authorized signatory of Trustee or Custodian 1 Include only on Global Note. EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] VITAL ENERGY, INC. 500 Xxxx 0xx Xxxxxx Suite 1000 Tulsa, OK 74120 Facsimile: (000) 000-0000 Attention: Chief Financial Officer U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION 10000 Xxxx Xxxx, Suite 800 Dallas, TX 75240 Facsimile: (000) 000-0000 Email: mxxxxxx.xxxxxxxxx@xxxxxx.xxx Re: 7.0007.875% Senior Notes due 2029 2032 Reference is hereby made to the Indenture, dated as of February 2March 28, 2021 2024 (the “Indenture”), among Viking Cruises LtdVital Energy, as issuer Inc., a Delaware corporation (the “Company”), the Guarantors party thereto Initial Guarantor and The U.S. Bank of New York Mellon Trust Company, N.A.National Association, as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, _ (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Indenture (Vital Energy, Inc.)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company or a portion thereof repurchased pursuant to Section 4.10 ‎4.09 or 4.15 ‎4.11 of the Indenture, check the appropriate box belowbox: If you want the purchase is in part, indicate the portion (in denominations of $2,000 or any integral multiple of $1,000 in excess thereof) to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 or Section 4.15 of the Indenture, state the amount you elect to have be purchased: $_______________ Date: _______________ Your Signature: (Sign exactly as your name appears on the face other side of this Note) Tax Identification No.Date: Signature Guarantee*Certifying Signature: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE A SCHEDULE OF EXCHANGES OF INTERESTS PRINCIPAL AMOUNT IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Registered Note, or exchanges of a part of another Restricted Global Note or Definitive Registered Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Decrease/Increase Amount of decrease Decrease in Principal Amount of this Global Note Amount of increase Increase in Principal Amount of this Global Note Principal Amount of this Global Note following Following such decrease (or increase) Decrease/Increase Signature of authorized signatory Authorized Officer of Trustee or Custodian Registrar EXHIBIT B FORM OF TRANSFER CERTIFICATE OF FOR TRANSFER [Company address block] [Registrar address block] FROM RESTRICTED GLOBAL NOTE TO REGULATION S GLOBAL NOTE5 (Transfers pursuant to § 2.06(b)(ii) of the Indenture) U.S. Bank Trust Company, National Association U.S. Bank Global Corporate Trust Services 00 Xxxxxxxxxx Xxxxxx St. Xxxx, Minnesota 55017 EP-MN-WS3C Attention: Transfer Agent Re: 7.0008.125% Senior Secured Notes due 2029 (the “Notes”) Reference is hereby made to the Indenture, Indenture dated as of February 2October 18, 2021 2023 (as amended, supplemented or otherwise modified from time to time, the “Indenture”)) among, among Viking Cruises Ltdinter alios, NCL Corporation Ltd., a Bermuda exempted company, as issuer (the “Company”)Issuer, the Guarantors guarantors party thereto and The thereto, as Guarantors, U.S. Bank of New York Mellon Trust Company, National Association, as Trustee, and JPMorgan Chase Bank, N.A., as trusteeSecurity Agent. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes This letter relates to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ aggregate principal amount of Notes that are held as a beneficial interest in such Note[sthe form of the Restricted Global Note (CUSIP No.: [●]6; ISIN No: [●]7) with DTC in the name of [name of transferor] or interests (the “TransferTransferor”), to ___________________________ . The Transferor has requested an exchange or transfer of such beneficial interest for an equivalent beneficial interest in the Regulation S Global Note (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies thatCUSIP No.: [CHECK ALL THAT APPLY]8; ISIN No: [●]9). 5 If the Note is a Definitive Registered Note, appropriate changes need to be made to the form of this transfer certificate.

Appears in 1 contract

Samples: Indenture (Norwegian Cruise Line Holdings Ltd.)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuer pursuant to Section 4.10 4.10(d), 4.10(h) or 4.15 4.14 of the Indenture, check the appropriate box below: ¨ Section 4.10(d) ¨ Section 4.10(h) ¨ Section 4.14 If you want to elect to have only part of the this Note purchased by the Company Issuer pursuant to Section 4.10 4.10(d), 4.10(h) or Section 4.15 4.14 of the Indenture, state the amount you elect to have purchased: $_______________ $ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: ____________________________ (Sign exactly as your name appears on the face of this Note) Tax Identification No.: _______________________ Signature Guarantee*: * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE NOTE† The initial outstanding principal amount of this Global Note is $ . The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such each decrease (or increase) increase Signature of authorized signatory officer of Trustee or Custodian † This schedule should be included only if the Senior Secured Note is issued in global form. EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Texas Competitive Electric Holdings Company address block] [Registrar address block] LLC Energy Plaza 0000 Xxxxx Xxxxxx Dallas, Texas 75201-3411 Facsimile No.: (000) 000-0000 (000) 000-0000 TCEH Finance, Inc. Energy Plaza 0000 Xxxxx Xxxxxx Dallas, Texas 75201-3411 Facsimile No.: (000) 000-0000 (000) 000-0000 The Bank of New York Mellon Trust Company, N.A. Corporate Trust Division 000 Xxxxxx Xxxxxx – 00xx Xxxxx Xxxxxxx, XX 00000 Facsimile No.: (000) 000-0000 Attention: TCEH Trustee Re: 7.00011.5% Senior Secured Notes due 2029 2020 Reference is hereby made to the Indenture, dated as of February 2April 19, 2021 2011 (the “Indenture”), among Viking Cruises LtdTexas Competitive Electric Holdings Company LLC and TCEH Finance, as issuer (the “Company”)Inc., the Guarantors party thereto named therein and The Bank of New York Mellon Trust Company, N.A., as trusteethe Trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ $ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Indenture (Energy Future Intermediate Holding CO LLC)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company or a portion thereof repurchased pursuant to Section 4.10 or 4.15 4.08 of the Indenture, check the appropriate box belowbox: ¨ If you want the purchase is in part, indicate the portion (in denominations of $2,000 or any integral multiple of $1,000 in excess thereof) to elect to have only be purchased: Your Signature: (Sign exactly as your name appears on the other side of this Note) Date: Certifying Signature: SCHEDULE A SCHEDULE OF PRINCIPAL AMOUNT IN THE GLOBAL NOTE The following exchanges of a part of the this Global Note purchased by the Company for an interest in another Global Note or for a Definitive Registered Note, or exchanges of a part of another Global Note or Definitive Registered Note for an interest in this Global Note, have been made: Date of Decrease/ Increase Amount of Decrease in Principal Amount Amount of Increase in Principal Amount Principal Amount Following such Decrease/Increase Signature of authorized officer of Registrar Exhibit B FORM OF TRANSFER CERTIFICATE FOR TRANSFER FROM RESTRICTED GLOBAL NOTE TO REGULATION S GLOBAL NOTE1 (Transfers pursuant to Section 4.10 or Section 4.15 § 2.06(b)(ii) of the Indenture) The Bank of New York Mellon Trust Company, state N.A. 00000 Xxxxxxxxx Xxxxxxx Xxxxx, 0xx Xxxxx Xxxxxxxxxxxx, Xxxxxxx 00000 Attn: Corporate Trust Administration Re: Royal Caribbean Senior Notes (the amount you elect “Notes”) Reference is hereby made to the Indenture dated as of August 19, 2021 (as amended, supplemented or otherwise modified from time to time, the “Indenture”) between Royal Caribbean Cruises Ltd., a corporation incorporated and existing under the laws of the Republic of Liberia, as Issuer and The Bank of New York Mellon Trust Company, N.A., as Trustee. Capitalized terms used but not defined herein shall have purchased: $__the meanings given them in the Indenture. This letter relates to $ _____________ Date: _______________ Your Signature: aggregate principal amount of Notes that are held as a beneficial interest in the form of the Restricted Global Note (Sign exactly as your name appears on the face of this Note) Tax Identification CUSIP No.: Signature Guarantee*[l]2; ISIN No: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase[l]3) Signature of authorized signatory of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Re: 7.000% Senior Notes due 2029 Reference is hereby made to the Indenture, dated as of February 2, 2021 (the “Indenture”), among Viking Cruises Ltd, as issuer (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them with DTC in the Indenture. ___________________, name of [name of transferor] (the “Transferor”) owns and proposes to ). The Transferor has requested an exchange or transfer the Note[s] or of such beneficial interest for an equivalent beneficial interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests Regulation S Global Note (the “Transfer”CUSIP No.: [l]4; ISIN No: [l]5), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfersuch request, the Transferor does hereby certifies that: [CHECK ALL THAT APPLY]certify that such transfer has been effected in accordance with the transfer restrictions set forth in the Notes and:

Appears in 1 contract

Samples: Indenture (Royal Caribbean Cruises LTD)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuer pursuant to Section 4.10 4.12 or 4.15 4.17 of the Indenture, check the appropriate box below: ☐ Section 4.12 ☐ Section 4.17 If you want to elect to have only part of the Note purchased by the Company Issuer pursuant to Section 4.10 4.12 or Section 4.15 4.17 of the Indenture, state the amount you elect to have purchased: $_______________ Date: _______________ Date: Your Signature: (Sign exactly as your name appears on the Note) Tax Identification No.: SIGNATURE GUARANTEE: Signatures must be guaranteed by an “eligible guarantor institution” meeting the requirements of the Registrar, which requirements include membership or participation in the Security Transfer Agent Medallion Program (“STAMP”) or such other “signature guarantee program” as may be determined by the Registrar in addition to, or in substitution for, STAMP, all in accordance with the Securities Exchange Act of 1934, as amended. Assignment Form To assign this Note, fill in the form below: (I) or (we) assign and transfer this Note to (Insert assignee’s social security or other tax I.D. no.) (Print or type assignee’s name, address and zip code) and irrevocably appoint as agent to transfer this Note on the books of the Issuer. The agent may substitute another to act for him. Date: Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.SIGNATURE GUARANTEE: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Note Custodian EXHIBIT B FORM REGULATION S GLOBAL NOTE THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Re: 7.000% Senior Notes due 2029 Reference is hereby made to the Indenture1933, dated as of February 2, 2021 AS AMENDED (the THE IndentureSECURITIES ACT”), among Viking Cruises LtdAND MAY NOT BE OFFERED, as issuer (the “Company”)SOLD, the Guarantors party thereto and The Bank of New York Mellon Trust CompanyPLEDGED OR OTHERWISE TRANSFERRED EXCEPT IN ACCORDANCE WITH THE FOLLOWING SENTENCE. BY ITS ACQUISITION HEREOF OR OF A BENEFICIAL INTEREST HEREIN, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]THE ACQUIRER

Appears in 1 contract

Samples: GameStop Corp.

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuer pursuant to Section 4.10 or 4.15 4.14 of the Indenture, check the appropriate box below: [ ] Section 4.10 [ ] Section 4.14 If you want to elect to have only part of the this Note purchased by the Company Issuer pursuant to Section 4.10 or Section 4.15 4.14 of the Indenture, state the amount you elect to have purchased: ($_______________ 2,000 and any integral multiple of $1,000 in excess thereof): $ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE NOTE* The initial outstanding principal amount of this Global Note is $ . The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) increase Signature of authorized signatory of Trustee or Custodian Registrar * This schedule should be included only if the Note is issued in global form. EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Catalent Pharma Solutions, Inc. 00 Xxxxxxxxxxx Xxxx Xxxxxxxx, Xxx Xxxxxx 00000 Attention: Chief Financial Officer Deutsche Bank Trust Company address block] [Registrar address block] Americas c/o DB Services Americas, Inc. 0000 Xxxx Xxxxxxx, Xxxxx 000 Xxxxxxxxxxxx, Xxxxxxx 00000 Attention: Transfer Department, Catalent Pharma Solutions, Inc. – SC8716 Re: 7.0004.875% Senior Notes due 2029 2026 Reference is hereby made to the Indenture, dated as of February 2October 18, 2021 2017 (the “Indenture”), among Viking Cruises LtdCatalent Pharma Solutions, as issuer Inc., a Delaware corporation (the “CompanyIssuer”), the Guarantors party thereto named therein and The Bank of New York Mellon Trust Company, N.A., as trusteethe Trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ $ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Indenture (Catalent, Inc.)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 or 4.15 4.14 of the Indenture, check the appropriate box below: [ ] Section 4.10 [ ] Section 4.14 If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 or Section 4.15 4.14 of the Indenture, state the amount you elect to have purchased: purchased ($1,000 or an integral multiple thereof): $_______________ Date: _______________ --------------- Your Signature: ------------------------------ (Sign exactly as your name appears on the face of this Note) Tax Identification No.: ---------------------- Signature Guarantee*: _________________________ ------------------------- * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE NOTE* The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Amount of Amount of Principal Amount Signature of decrease in increase in of this Global authorized Principal Amount Principal Amount Note following officer of of this Global of this Global such decrease Trustee or Date of Exchange Amount of decrease Note Note or increase Note Custodian -------------------- ---------------- ---------------- ---------------- -------------- * This schedule should be included only if the Note is issued in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian EXHIBIT B global form. FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Avista Corporation 1411 Xxxx Xxxxxxx Xxxxxx Xxxxxxx, Xxxxxxxxxx 00000 Xxase Manhattan Bank and Trust Company, National Association 101 Xxxxxxxxxx, Xxxxx 0000 Xxx Xxxxxxxxx, Xxxxxxxxxx 00000 Re: 7.0009.75% Senior Notes due 2029 June 1, 2008 Reference is hereby made to the Indenture, dated as of February 2April 3, 2021 2001 (the "Indenture"), among Viking Cruises Ltdbetween Avista Corporation, as issuer (the "Company"), the Guarantors party thereto and The Chase Manhattan Bank of New York Mellon and Trust Company, N.A.National Association, as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the "Transferor") owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the "Transfer"), to ___________________________ (the "Transferee"), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Indenture (Avista Corp)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuer pursuant to Section 4.10 or 4.15 4.13 of the Indenture, check the appropriate box below: If you want to elect to have only part of the Note purchased by the Company Issuer pursuant to Section 4.10 or Section 4.15 4.13 of the Indenture, state the amount you elect to have purchased: $_______________ Date: Your Signature: ___________________________________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE [Transfer and Exchange Appendix - 25] Schedule of Exchanges of Interests in the Global Note* The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian * This schedule should be included only if the Note is issued in global form. EXHIBIT B A [FORM OF CERTIFICATE OF TRANSFER [Company address blockSUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS] [Registrar address block[ ] Re: 7.000% Senior Notes due 2029 Reference is hereby made to the SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of February 2[ ], 2021 among [ ] (the “IndentureGuaranteeing Subsidiary”), among Viking Cruises Ltda subsidiary of LSB Industries, as issuer Inc. (the “CompanyIssuer”), the other Guarantors party thereto and The Bank of New York Mellon Trust Company(as defined in the Indenture referred to herein), N.A.Wilmington Trust, National Association, as trustee. Capitalized terms used but not defined herein shall have the meanings given to them collateral agent (in the Indenture. ___________________such capacity, (the “TransferorNotes Collateral Agent”) owns and proposes trustee under the Indenture referred to transfer the Note[s] or interest below (in such Note[s] specified in Annex A heretocapacity, in the principal amount of $___________ in such Note[s] or interests (the “TransferTrustee”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY].

Appears in 1 contract

Samples: Indenture (LSB Industries Inc)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuer pursuant to Section 4.10 4.12 or 4.15 4.17 of the Indenture, check the appropriate box below: ☐ Section 4.12 ☐ Section 4.17 If you want to elect to have only part of the Note purchased by the Company Issuer pursuant to Section 4.10 4.12 or Section 4.15 4.17 of the Indenture, state the amount you elect to have purchased: $_______________ Date: _______________ Date: Your Signature: (Sign exactly as your name appears on the Note) Tax Identification No.: SIGNATURE GUARANTEE: Signatures must be guaranteed by an “eligible guarantor institution” meeting the requirements of the Registrar, which requirements include membership or participation in the Security Transfer Agent Medallion Program (“STAMP”) or such other “signature guarantee program” as may be determined by the Registrar in addition to, or in substitution for, STAMP, all in accordance with the Securities Exchange Act of 1934, as amended. Assignment Form To assign this Note, fill in the form below: (I) or (we) assign and transfer this Note to (Insert assignee’s social security or other tax I.D. no.) (Print or type assignee’s name, address and zip code) and irrevocably appoint as agent to transfer this Note on the books of the Issuer. The agent may substitute another to act for him. Date: Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.SIGNATURE GUARANTEE: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Note Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] GameStop Corp. 000 Xxxxxxxx Xxxxxxx Xxxxxxxxx Xxxxx 00000 Attention: Chief Financial Officer U.S. Bank National Association 0000 X. Xxxxxxxxx Xxxxxx Xxxxx 0000 Xxxxxxx, Xxxxxxx 00000 Attention: Xxxx Xxxxxxx Telephone: 000.000.0000 Telecopier No.: 404.898.2467 Re: 7.0005.50% Senior Notes due 2029 2019 Reference is hereby made to the Indenture, dated as of February 2September 24, 2021 2014 (the “Indenture”), among Viking Cruises Ltd, as issuer GameStop Corp. (the “CompanyIssuer”), the Guarantors party thereto and The U.S. Bank of New York Mellon Trust Company, N.A.National Association, as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $____________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Indenture (GameStop Corp.)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuer pursuant to Section 4.10 or 4.15 of the Indenture, check the appropriate box below: ¨ Section 4.10 ¨ Section 4.15 If you want to elect to have only part of the Note purchased by the Company Issuer pursuant to Section 4.10 or Section 4.15 of the Indenture, state the amount you elect to have purchased: $_______________ $ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another other Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory officer of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] TerraForm Global Operating, LLC 0000 Xxxxxxxxx Xxxxxx, 0xx Xxxxx Xxxxxxxx, XX Attention: Investor Relations U.S. Bank National Association 00 Xxxxxxxxxx Xxxxxx St. Xxxx, MN Attention: Xxxx Xxxxxxxx Re: 7.0009.75% Senior Notes due 2029 2022 Reference is hereby made to the Indenture, dated as of February 2August 5, 2021 2015 (the “Indenture”), among Viking Cruises LtdTerraForm Global Operating, LLC, as issuer (the “CompanyIssuer”), the Guarantors party thereto and The U.S. Bank of New York Mellon Trust Company, N.A.National Association, as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ $ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Indenture (Terraform Global, Inc.)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 3.09 (“Mandatory Offers to Purchase”) or 4.15 Section 3.10 (“Offer to Repurchase Upon Change of Control”) of the Indenture, check the appropriate box below: ☐ Section 3.09 (“Mandatory Offers to Purchase”) ☐ Section 3.10 (“Offer to Repurchase Upon a Change of Control”) If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 3.09 (“Mandatory Offers to Purchase”) or Section 4.15 3.10 (“Offer to Repurchase Upon a Change of Control”) of the Indenture, state the amount you elect to have purchased: $____________________ Date: ______________________ Your Signature: :______________________________________ (Sign exactly as your name appears on the face of this Note) Tax Identification No.: ________________________________ Signature Guarantee*: _________________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE * The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Certificated Note, or exchanges of a part of another Restricted Global Note or Certificated Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease Decrease in Principal Amount at Maturity of this Global Note Amount of increase Increase in Principal Amount at Maturity of this Global Note Principal Amount at Maturity of this Global Note following such decrease (Decrease or increase) Increase Signature of authorized signatory officer of Trustee or Custodian * This schedule should be included only if the Note is issued in global form. EXHIBIT B B-1 FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Pioneer Energy Services Corp. 0000 X.X. Xxxx 000, Xxxxx 0000 Xxx Xxxxxxx, Xxxxx 00000 Attention: Corporate Secretary If to the Trustee: Wilmington Trust, National Association Global Capital Markets 00 Xxxxx Xxxxx Xxxxxx, Xxxxx 0000 Xxxxxxxxxxx, XX 00000 Attention: Pioneer Energy Services Notes Administrator Facsimile: (000) 000-0000 Re: 7.000% Senior Secured Floating Rate Notes due 2029 2025 Reference is hereby made to the Indenture, dated as of February 2May 29, 2021 2020 (the “Indenture”), among Viking Cruises LtdPioneer Energy Services Corp., as issuer (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust CompanyWilmington Trust, N.A.National Association, as trusteetrustee and security agent. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Indenture (Pioneer Energy Services Corp)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuer pursuant to Section 4.10 4.7 or 4.15 Section 4.11 of the Indenture, check the appropriate box below: o Section 4.7 o Section 4.11 If you want to elect to have only part of the this Note purchased by the Company Issuer pursuant to Section 4.10 4.7 or Section 4.15 4.11 of the Indenture, state the amount you elect to have purchased: $_______________ $ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ :* * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). [TO BE ATTACHED TO GLOBAL NOTES] SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of increases or decreases in this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease Decrease in Principal Amount of this Global Note Amount of increase Increase in Principal Amount of this Global Note Principal Amount of this Global Note following Following such decrease (Decrease or increase) Increase Signature of authorized signatory Authorized Officer of Trustee or Notes Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] GFL Environmental Inc. 00 Xxxx Xxxxxx Xxxx Xxxxx 0000, Xxxxxxx, Xxxxxxx, X0X 0X0 Xxxxxx Computershare Trust Company, N.A. 0000 Xxxxxx Xxxxxxxxx, Xxxxx 000, Xxxxxxxxx Xxxxx, XX 00000 Attention: Xxxxxx X. Major; Xxxx Xxxxxx Re: 7.000GFL Environmental Inc. 5.625% Senior Notes due 2029 2022 CUSIP Reference is hereby made to the Indenture, dated as of February 2May 12, 2021 2017 (as amended, supplemented or otherwise modified from time to time, the “Indenture”), among Viking Cruises LtdGFL Environmental Inc., as issuer (the “CompanyIssuer”), the Guarantors party thereto guarantors named therein and The Bank of New York Mellon Computershare Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or beneficial interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests $ (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Indenture (GFL Environmental Holdings Inc.)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 or 4.15 4.14 of the Indenture, check the appropriate box below: [ ] Section 4.10 [ ] Section 4.14 If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 or Section 4.15 4.14 of the Indenture, state the amount you elect to have purchased: $_______________ $ --------------- Date: _______________ ----------------------- Your Signature: --------------------------------- (Sign exactly as your name appears on the face of this Note) Tax Identification No.: ------------------------- Signature Guarantee*: _________________________ :* ----------------------------- * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another other Restricted Global Note Notes for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Principal Amount Amount of decrease in Principal Amount of this Global Note decrease in Amount of increase in following such Signature of authorized Principal Amount Principal Amount decrease officer of Trustee or Date of Exchange of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian ---------------- ------------------- ------------------- ------------- --------- A2-11 EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] TriMas Corporation 00000 Xxxxxxxx Xxxxxx, Suite 130 Bloomfield Hills, Michigan 48304 The Bank of New York 000 Xxxxxxx Xxxxxx New York, New York 10286 Re: 7.0009-7/8% Senior Subordinated Notes due 2029 2012 ----------------------------------------- Reference is hereby made to the Indenture, dated as of February 2June 6, 2021 2002 (the "Indenture"), among Viking Cruises LtdTriMas Corporation, as issuer (the "Company"), the Guarantors party named on the signature pages thereto and The Bank of New York Mellon Trust Company, N.A.York, as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, _ (the "Transferor") owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the "Transfer"), to ___________________________ (the "Transferee"), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Trimas Corp

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OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuers pursuant to Section 4.10 or 4.15 4.14 of the Indenture, check the appropriate box below: [ ] Section 4.14 If you want to elect to have only part of the this Note purchased by the Company Issuers pursuant to Section 4.10 or Section 4.15 4.14 of the Indenture, state the amount you elect to have purchased: $_______________ Date: __________________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: ____________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE NOTE* The initial outstanding principal amount of this Global Note is $__________. The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory increase Signatory of Trustee or Note Custodian * This schedule should be included only if the Note is issued in global form. EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Xxxxxxx Finance LLC Xxxxxxx Finance Co. c/o Nielsen Holdings plc 00 Xxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Fax No.: 000-000-0000 Attention: General Counsel Deutsche Bank Trust Company address block] [Registrar address block] Americas Trust and Agency Services 00 Xxxx Xxxxxx, 00xx Xxxxx XX: NYC60-2405 Xxx Xxxx, XX 00000 Fax No.: 000-000-0000 Attention: Corporate Team/ Xxxxxxx Finance LLC and Xxxxxxx Finance Co. Deal ID: SF3102 Re: 7.0005.875% Senior Notes due 2029 2030 Reference is hereby made to the Indenture, dated as of February 2September 24, 2021 2020 (the “Indenture”), among Viking Cruises LtdXxxxxxx Finance LLC, as issuer (the “Company”)Xxxxxxx Finance Co., the Guarantors party thereto named therein and The Bank of New York Mellon Trust Company, N.A., as trusteethe Trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, _ (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ $ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Indenture (Nielsen Holdings PLC)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuers pursuant to Section 4.10 4.11 or 4.15 4.16 of the Supplemental Indenture, check the appropriate box below: ¨ Section 4.11 ¨ Section 4.16 If you want to elect to have only part of the Note purchased by the Company Issuers pursuant to Section 4.10 4.11 or Section 4.15 4.16 of the Supplemental Indenture, state the amount you elect to have purchased: $$ _______________________ Date: :____________________ Your Signature: :_____________________________________________________ (Sign exactly as your name appears on the face of this Note) Tax Identification No.: _______________________________________________ Signature Guarantee*: _______________________________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE NOTE* The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal ofdecrease inPrincipal Amount of this Global Note Amount of increase in Principal ofincrease inPrincipal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory ofauthorized officer of Trustee or Note Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] CCO Holdings, LLC CCO Holdings Capital Corp. c/o Charter Communications, Inc. 00000 Xxxxxxxxxxx Xxxxx, Xxxxx 000 Xx. Xxxxx, Xxxxxxxx 00000 The Bank of New York Mellon Trust Company, N.A. 0 Xxxxx XxXxxxx Xxxxxx, Xxxxx 0000 Xxxxxxx, Xxxxxxxx 00000 Facsimile No.: (000) 000-0000 Attention: Corporate Trust Administration Re: 7.000CCO Holdings, LLC and CCO Holdings Capital Corp. ¨ 5.125% Senior Notes due 2029 2023 (CUSIP [ ]) (the “Notes”) Reference is hereby made to the Indenture, dated as of February 2May 10, 2021 2011 (the “Base Indenture”), as supplemented by the Fifth Supplemental Indenture dated as of December 17, 2012 (the “Supplemental Indenture”), among Viking Cruises LtdCCO Holdings, as issuer LLC (the “Company”), CCO Holdings Capital Corp. (“Capital Corp” and, together with the Guarantors Company, the “Issuers”), the guarantor party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Supplemental Indenture. ___________________, _ (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $_____________________________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Supplemental Indenture (Charter Communications, Inc. /Mo/)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuer pursuant to Section 4.10 4.10(d), 4.10(h) or 4.15 4.14 of the Indenture, check the appropriate box below: ¨ Section 4.10(d) ¨ Section 4.10(h) ¨ Section 4.14 If you want to elect to have only part of the this Note purchased by the Company Issuer pursuant to Section 4.10 4.10(d), 4.10(h) or Section 4.15 4.14 of the Indenture, state the amount you elect to have purchased: $_______________ $ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The initial outstanding principal amount of this Global Note is $ . The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such each decrease (or increase) increase Signature of authorized signatory officer of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Energy Future Intermediate Holding Company address block] [Registrar address block] LLC Energy Plaza 0000 Xxxxx Xxxxxx Dallas, Texas 75201-3411 Facsimile No.: (000) 000-0000 (000) 000-0000 EFIH Finance Inc. Energy Plaza 0000 Xxxxx Xxxxxx Dallas, Texas 75201-3411 Facsimile No.: (000) 000-0000 (000) 000-0000 The Bank of New York Mellon Trust Company, N.A. Corporate Trust Division 000 Xxxxxx Xxxxxx – 16th Floor Houston, TX 77002 Facsimile No.: (000) 000-0000 Attention: EFIH Senior Secured Notes Trustee Re: 7.0006.875% Senior Secured Notes due 2029 2017 Reference is hereby made to the Indenture, dated as of February 2August 14, 2021 2012 (the “Indenture”), among Viking Cruises Ltd, as issuer (Energy Future Intermediate Holding Company LLC and EFIH Finance Inc. and the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trusteeTrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ $ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Energy Future Intermediate Holding CO LLC

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuers pursuant to Section 4.10 or Section 4.15 of the Indenture, check the appropriate box below: If you want to elect to have only part of the this Note purchased by the Company Issuers pursuant to Section 4.10 or Section 4.15 of the Indenture, state the amount (in minimum denomination of $2,000 or integral multiples of $1,000 in excess of $2,000) you elect elected to have purchased: $_______________ $ . Date: _______________ Your Signature: (Sign exactly as your name appears on the face other side of this Note) Soc. Sec. or Tax Identification No.: Signature Guarantee*: ______(Signature must be guaranteed) Signatures must be guaranteed by an “eligible guarantor institution” meeting the requirements of the Registrar, which requirements include membership or participation in the Security Transfer Agent Medallion Program (“STAMP”) or such other “signature guarantee program” as may be determined by the Registrar in addition to, or in substitution for, STAMP, all in accordance with the Securities Exchange Act of 1934, as amended. [TO BE ATTACHED TO GLOBAL NOTE] SCHEDULE A [SCHEDULE OF EXCHANGES OF INTERESTS IN THE GLOBAL NOTE * The following exchanges of a part of this Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Global Note or Definitive Note for an interest in this Global Note, have been made: Date Amount ofdecrease inPrincipalAmount of this Global Note Amount of increase in Principal Amount of thisGlobal Note PrincipalAmount of thisGlobal Notefollowing suchdecrease orincrease Signature ofauthorizedofficer ofTrustee orNotes Custodian ___________________ * Participant This schedule should be included only if the Note is issued in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee)global form. SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] USA Compression Partners, LP USA Compression Finance Corp. 000 Xxxxxxxx Xxxxxx, Xxxxx 0000 Austin, Texas 78701 Computershare Trust Company, N.A. Corporate Trust Operations 0000 Xxxxxx Xxxx Xxxxx St. Xxxx, MN 55108 Attention: Corporate Trust Services – USA Compression Partners, LP Phone: (000) 000-0000 Fax: (000) 000-0000 Email: xxxxxxxxxxxxxxxxxxxxxxxxxxx@xxxxxxxxxxxxx.xxx Re: 7.0007.125% Senior Notes due 2029 Reference is hereby made to the Indenture, dated as of February 2March 18, 2021 2024 (the “Indenture”), among Viking Cruises LtdUSA Compression Partners, as issuer LP (the “Company”) and USA Compression Finance Corp. (“Finance Corp.” and, together with the Company, the “Issuers”), the Guarantors party thereto and The Bank of New York Mellon Computershare Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ $ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Indenture (USA Compression Partners, LP)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 4.11 or 4.15 4.17 of the Indenture, check the appropriate box below: [ ] Section 4.11 [ ] Section 4.17 If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 4.11 or Section 4.15 4.17 of the Indenture, state the amount you elect to have purchased: $$ ________________ Date: __:_____________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: :_________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Re: 7.000% Senior Notes due 2029 Reference is hereby made to the Indenture, dated as of February 2, 2021 (the “Indenture”), among Viking Cruises Ltd, as issuer (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (Sign exactly as your name appears on the face of this Note) Tax Identification No.:_________________________ Signature Guarantee*:______ * Signatures must be guaranteed by an “eligible guarantor institution” meeting the requirements of the Registrar, which requirements include membership or participation in the Security Transfer Agent Medallion Program (“STAMP”) or such other “signature guarantee program” as may be determined by the Registrar in addition to, or in substitution for, STAMP, all in accordance with the Securities Exchange Act of 1934, as amended. SCHEDULE OF EXCHANGES OF INTERESTS IN THE GLOBAL NOTE1 The following exchanges of a part of this Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Global Note or Definitive Note for an interest in this Global Note, have been made: Date of Exchange Amount of Decrease in Principal Amount of this Global Note Amount of Increase in Principal Amount of this Global Note Principal Amount of this Global Note Following such Decrease (or Increase) ________________________________ 1 Include only on Global Note. EXHIBIT A2 [Face of Note] [Global Note Legend] [Private Placement Legend] [Temporary Regulation S Legend] CUSIP [ ] No. ___ $______________ LAREDO PETROLEUM, INC. 9½% Senior Notes due 2019 Laredo Petroleum, Inc., a Delaware corporation (the “TransfereeCompany), as further specified in Annex A hereto. In connection with which term includes any successor under the TransferIndenture hereinafter referred to) for value received, promises to pay to , or its registered assigns, the Transferor principal sum of [Amount of Note] UNITED STATES DOLLARS ($[ ]) [or such greater or lesser amount as may be indicated on the Schedule hereto]1 on February 15, 2019. Interest Payment Dates: February 15th and August 15th of each year, commencing _________ 15, 20__. Regular Record Dates: February 1st and August 1st of each year. Reference is hereby certifies that: [CHECK ALL THAT APPLY]made to the further provisions of this Note set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. ___________________________ 1 Include only on Global Note.

Appears in 1 contract

Samples: Indenture (Laredo Petroleum, Inc.)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuers pursuant to Section 4.10 4.10, Section 4.11 or 4.15 4.16 of the Indenture, check the appropriate box below: [ ] Clause (vii) of the second paragraph of Section 4.07 [ ] Section 4.10 [ ] Section 4.11 [ ] Section 4.16 If you want to elect to have only part of the Note purchased by the Company Issuers pursuant to clause (vii) of the second paragraph of Section 4.10 4.07, Section 4.10, Section 4.11 or Section 4.15 4.16 of the Indenture, state the amount you elect to have purchased: $_______________ $ ------------------ Date: _______________ -------------------- Your Signature: ----------------------------------- (Sign exactly as your name appears on the face of this Note) Tax Identification No.: ------------------------- Signature Guarantee*: _________________________ ------------------------------------- * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). A2-13 SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE NOTE* The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another other Restricted Global Note Notes for an interest in this Regulation S Temporary Global Note, have been made: Principal Amount of Amount of decrease Amount of increase this Global Note Signature of in following such officer of authorized Principal Amount of Principal Amount of decrease Trustee or Note Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian ----------------- ------------------- ------------------- -------------------- ----------------- * This schedule should only be included if the Note is issued in global form. A2-14 EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Hollywood Casino Shreveport Shreveport Capital Corporation c/o Hollywood Casino Corporation Two Xxxxxxxx Xxxxx, Xxxxx 0000 00000 Xxxx Xxxx, LB 48 Dallas, TX 00000 Xxxxx Xxxxxx Bank and Trust Company address block] [Registrar address block] P. X. Xxx 000 Xxxxxx, Xxxxxxxxxxxxx 00000 Re: 7.00013% Senior First Mortgage Notes due 2029 Reference is hereby made to the Indenture, dated as 2006 with Contingent Interest of February 2, 2021 (the “Indenture”), among Viking Cruises Ltd, as issuer (the “Company”), the Guarantors party thereto Hollywood Casino Shreveport and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]Shreveport Capital Corporation

Appears in 1 contract

Samples: HCS Ii Inc

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 or 4.15 of the Indenture, check the appropriate box below: If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 or Section 4.15 of the Indenture, state the amount you elect to have purchased: $_______________ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE * The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Re: * This schedule should be included only if the Note is issued in global form. Face of Regulation S Temporary Global Note CUSIP/CINS __________ 7.000% Senior Notes due 2029 Reference is hereby made to the Indenture, dated as of February 2, 2021 (the “Indenture”), among No. ___ $__________ Viking Cruises Ltd, as issuer (the “Company”)Ltd promises to pay to _______________ or registered assigns, the Guarantors party thereto and The Bank principal sum of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to _____________________________ DOLLARS on February 15, 2029. Interest Payment Dates: February 15 and August 15 Record Dates: February 1 and August 1 Dated: _______________ VIKING CRUISES LTD By: Name: Title: CERTIFICATE OF AUTHENTICATION This is one of the Notes referred to in the within-mentioned Indenture: THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee By: Authorized Signatory Back of Regulation S Temporary Global Note 7.000% Senior Notes due 2029 THE RIGHTS ATTACHING TO THIS REGULATION S TEMPORARY GLOBAL NOTE, AND THE CONDITIONS AND PROCEDURES GOVERNING ITS EXCHANGE FOR DEFINITIVE NOTES, ARE AS SPECIFIED IN THE INDENTURE (the AS DEFINED HEREIN). NEITHER THE HOLDER NOR THE BENEFICIAL OWNERS OF THIS REGULATION S TEMPORARY GLOBAL NOTE SHALL BE ENTITLED TO RECEIVE PAYMENT OF INTEREST HEREON. THIS GLOBAL NOTE IS HELD BY THE DEPOSITARY (AS DEFINED IN THE INDENTURE GOVERNING THIS NOTE) OR ITS NOMINEE IN CUSTODY FOR THE BENEFIT OF THE BENEFICIAL OWNERS HEREOF, AND IS NOT TRANSFERABLE TO ANY PERSON UNDER ANY CIRCUMSTANCES EXCEPT THAT (1) THE TRUSTEE MAY MAKE SUCH NOTATIONS HEREON AS MAY BE REQUIRED PURSUANT TO SECTION 2.06 OF THE INDENTURE, (2) THIS GLOBAL NOTE MAY BE EXCHANGED IN WHOLE BUT NOT IN PART PURSUANT TO SECTION 2.06(a) OF THE INDENTURE, (3) THIS GLOBAL NOTE MAY BE DELIVERED TO THE TRUSTEE FOR CANCELLATION PURSUANT TO SECTION 2.11 OF THE INDENTURE AND (4) THIS GLOBAL NOTE MAY BE TRANSFERRED TO A SUCCESSOR DEPOSITARY WITH THE PRIOR WRITTEN CONSENT OF VIKING CRUISES LTD. UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR NOTES IN DEFINITIVE FORM, THIS NOTE MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITARY. UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (00 XXXXX XXXXXX, XXX XXXX, XXX XXXX) (TransfereeDTC”), as further specified TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS MAY BE REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR SUCH OTHER ENTITY AS MAY BE REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, [CEDE & CO.], HAS AN INTEREST HEREIN. THIS NOTE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION. NEITHER THIS NOTE NOR ANY INTEREST OR PARTICIPATION HEREIN MAY BE OFFERED, SOLD, ASSIGNED, TRANSFERRED, PLEDGED, ENCUMBERED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF SUCH REGISTRATION OR UNLESS SUCH TRANSACTION IS EXEMPT FROM, OR NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT. THE HOLDER OF THIS NOTE BY ITS ACCEPTANCE HEREOF AGREES TO OFFER, SELL OR OTHERWISE TRANSFER SUCH NOTE, PRIOR TO THE DATE (THE “RESALE RESTRICTION TERMINATION DATE”) THAT IS [IN THE CASE OF RULE 144A NOTES: ONE YEAR] [IN THE CASE OF REGULATION S NOTES: 40 DAYS] AFTER THE LATER OF THE ORIGINAL ISSUE DATE HEREOF AND THE LAST DATE ON WHICH THE ISSUER OR ANY AFFILIATE OF THE ISSUER WAS THE OWNER OF THIS NOTE (OR ANY PREDECESSOR OF THIS NOTE) ONLY (A) TO THE ISSUER OR ANY SUBSIDIARY THEREOF, (B) PURSUANT TO A REGISTRATION STATEMENT THAT HAS BEEN DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (C) FOR SO LONG AS THE SECURITIES ARE ELIGIBLE FOR RESALE PURSUANT TO RULE 144A UNDER THE SECURITIES ACT (“RULE 144A”), TO A PERSON IT REASONABLY BELIEVES IS A “QUALIFIED INSTITUTIONAL BUYER” AS DEFINED IN RULE 144A THAT PURCHASES FOR ITS OWN ACCOUNT OR FOR THE ACCOUNT OF A QUALIFIED INSTITUTIONAL BUYER TO WHOM NOTICE IS GIVEN THAT THE TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A, (D) PURSUANT TO OFFERS AND SALES THAT OCCUR OUTSIDE THE UNITED STATES IN COMPLIANCE WITH REGULATION S UNDER THE SECURITIES ACT OR (E) PURSUANT TO ANY OTHER AVAILABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT, SUBJECT IN EACH OF THE FOREGOING CASES TO ANY REQUIREMENT OF LAW THAT THE DISPOSITION OF ITS PROPERTY OR THE PROPERTY OF SUCH INVESTOR ACCOUNT OR ACCOUNTS BE AT ALL TIMES WITHIN ITS OR THEIR CONTROL AND TO COMPLIANCE WITH ANY APPLICABLE STATE SECURITIES LAWS, AND ANY APPLICABLE LOCAL LAWS AND REGULATIONS AND FURTHER SUBJECT TO THE ISSUER’S AND THE TRUSTEE’S RIGHTS PURSUANT TO THE INDENTURE PRIOR TO ANY SUCH OFFER, SALE OR TRANSFER (I) PURSUANT TO CLAUSE (E) TO REQUIRE THE DELIVERY OF AN OPINION OF COUNSEL, CERTIFICATION AND/OR OTHER INFORMATION SATISFACTORY TO EACH OF THEM, (II) IN EACH OF THE FOREGOING CASES, TO REQUIRE THAT A CERTIFICATE OF TRANSFER IN THE FORM APPEARING ON THE OTHER SIDE OF THIS NOTE IS COMPLETED AND DELIVERED BY THE TRANSFEROR TO THE TRUSTEE AND (III) AGREES THAT IT WILL GIVE TO EACH PERSON TO WHOM THIS NOTE IS TRANSFERRED A NOTICE SUBSTANTIALLY TO THE EFFECT OF THIS LEGEND. THE ACQUIRER ALSO REPRESENTS THAT EITHER (I) NO PORTION OF THE ASSETS USED BY IT TO ACQUIRE AND HOLD THIS NOTE (OR ANY INTEREST HEREIN) CONSTITUTES ASSETS OF A PLAN (WHICH TERM INCLUDES (A) EMPLOYEE BENEFIT PLANS THAT ARE SUBJECT TO TITLE I OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”), (B) PLANS, INDIVIDUAL RETIREMENT ACCOUNTS AND OTHER ARRANGEMENTS THAT ARE SUBJECT TO SECTION 4975 OF THE CODE OR TO PROVISIONS UNDER APPLICABLE STATE, FEDERAL, LOCAL OR NON-US LAWS OR REGULATIONS SIMILAR TO SUCH PROVISIONS OF ERISA OR THE CODE (“SIMILAR LAW”) AND (C) ENTITIES WHOSE UNDERLYING ASSETS ARE CONSIDERED “PLAN ASSETS” (AS DEFINED IN SECTION 3(42) OF ERISA OR ANY APPLICABLE SIMILAR LAW)) OR (II) THE ACQUISITION AND HOLDING OF THIS NOTE (OR ANY INTEREST HEREIN) WILL NOT CONSTITUTE OR RESULT IN A NON-EXEMPT PROHIBITED TRANSACTION UNDER SECTION 406 OF ERISA OR SECTION 4975 OF THE CODE OR A VIOLATION OF ANY APPLICABLE SIMILAR LAW. Capitalized terms used herein have the meanings assigned to them in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]Indenture referred to below unless otherwise indicated.

Appears in 1 contract

Samples: Indenture (Viking Holdings LTD)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 4.06 or 4.15 4.08 of the Indenture, check the appropriate box belowbox: ¨ If you want to elect to have only part of the this Note purchased by the Company pursuant to Section 4.10 4.06 or Section 4.15 4.08 of the Indenture, state the amount you elect to have purchasedin principal amount: $_______________ Date$ Dated: _______________ Your Signature: (Sign exactly as your name appears on the face other side of this Note.) Tax Identification No.: Signature Guarantee*: _________________________ * Participant (Signature must be guaranteed) Signatures must be guaranteed by an “eligible guarantor institution” meeting the requirements of the Registrar, which requirements include membership or participation in a recognized Signature Guarantee the Security Transfer Agent Medallion Program (“STAMP”) or such other signature guarantor acceptable to guarantee program” as may be determined by the Trustee)Registrar in addition to, or in substitution for, STAMP, all in accordance with the Securities Exchange Act of 1934, as amended. [TO BE ATTACHED TO GLOBAL NOTES] SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE NOTE* The following exchanges of a part of increases or decreases in this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount amount of this Global Note Amount of increase in Principal Amount amount of this Global Note Principal Amount amount of this Global Note following such decrease (or increase) increase Signature of authorized signatory of Trustee or Notes Custodian * This schedule should be included only if the Note is issued in global form. EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Global Brass & Copper, Inc. 000 X. Xxxxxxxxxx Xxxx, Xxxxx 0000 Xxxxxxxxxx, XX 00000 Xxxxx Fargo Bank – DAPS Reorg. MAC N9303-121 000 0xx Xxxxxx Xxxxx Xxxxxxxxxxx, XX 00000 Telephone No.: (000) 000-0000 Fax No.: (000) 000-0000 Email: XXXXXxxxx@xxxxxxxxxx.xxx Re: 7.0009.50% Senior Secured Notes due 2029 2019 Reference is hereby made to the Indenture, dated as of February 2June 1, 2021 2012 (the “Indenture”), among Viking Cruises LtdGlobal Brass & Copper, as issuer Inc., a Delaware corporation (the “Company”), Global Brass & Copper, Inc., a Delaware corporation (“Holdings”), the Guarantors party thereto and The Bank of New York Mellon Trust CompanyXxxxx Fargo Bank, N.A.National Association, as trusteetrustee and collateral agent. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ $ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Indenture (Global Brass & Copper Holdings, Inc.)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to the Change of Control provisions of Section 4.10 or 4.15 4.5 of the Supplemental Indenture, check the appropriate box below: following box. [ ] If you want to elect to have only part of the Note purchased by the Company pursuant to the Change of Control provisions of Section 4.10 or Section 4.15 4.5 of the Supplemental Indenture, state the amount you elect to have purchased: $_______________ $ ------------ Date: _______________ Your Signature: ------------- -------------------- -------------------------------------------------------------------------------- (Sign exactly as your name appears on the face of this Note) -------------------------------------------------------------------------------- Tax Identification No.: ------ Signature Guarantee*: _________________________ .* Participant - Signature must be guaranteed by an eligible guarantor institution within the meaning of Securities and Exchange Commission Rule 17Ad-15 (including banks, stock brokers, savings and loan associations, national securities exchanges, registered securities associations, clearing agencies and credit unions) with membership or participation in a recognized Signature Guarantee Medallion Program (or an approved signature guarantee medallion program if this Note is to be delivered other signature guarantor acceptable to than to, and in the Trustee)name of, the registered holder. SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE DEFINITIVE NOTES* The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, Definitive Notes have been made: Date of Exchange Amount of decrease PRINCIPAL AMOUNT AMOUNT OF AMOUNT OF OF THIS GLOBAL SIGNATURE OF DECREASE IN INCREASE IN NOTE FOLLOWING AUTHORIZED OFFICER PRINCIPAL AMOUNT PRINCIPAL AMOUNT SUCH DECREASE OF TRUSTEE OR DATE OF EXCHANGE OF THIS GLOBAL NOTE OF THIS GLOBAL NOTE (OR INCREASE) SECURITY CUSTODIAN ---------------- ------------------- ------------------- --------------- ------------------ ----------------- * To be included in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Re: 7.000% Senior Notes due 2029 Reference is hereby made to the Indenture, dated as of February 2, 2021 (the “Indenture”), among Viking Cruises Ltd, as issuer (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]Note.

Appears in 1 contract

Samples: First Supplemental Indenture (Petroleum Geo Services Asa)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuer pursuant to Section 4.10 5.10 or 4.15 Section 5.14 of the Indenture, check the appropriate box below: ¨¨ Section 5.10 ¨¨ Section 5.14 If you want to elect to have only part of the Note purchased by the Company Issuer pursuant to Section 4.10 5.10 or Section 4.15 5.14 of the Indenture, state the amount you elect to have purchased: $US$_______________ Date: _______________ Your Signature: :_______________________________________ (Sign exactly as your name appears on the face of this Note) Tax Identification No.: :__________________________________ Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE NOTE* The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory officer of Trustee or Custodian * This schedule should be included only if the Note is issued in Global Note form. EXHIBIT B FORM OF CERTIFICATE NOTATION OF TRANSFER [Company address block] [Registrar address block] Re: 7.000% Senior Notes due 2029 Reference is hereby made SUBSIDIARY GUARANTEE SUBSIDIARY GUARANTEE For value received, each Subsidiary Guarantor (which term includes any successor Person under the Indenture) has, jointly and severally, unconditionally guaranteed, to the Indenture, extent set forth in the Indenture and subject to the provisions in the Indenture dated as of February 2September —, 2021 2010 (the “Indenture”) among Xxxxxxx Petroleum Corporation, as parent guarantor (“Xxxxxxx” or the “Parent Guarantor”), among Viking Cruises LtdXxxxxxx Petroleum Finance Corporation, as issuer (the “CompanyIssuer”), the Subsidiary Guarantors party listed on Schedule I thereto and The Bank of Nova Scotia Trust Company of New York Mellon Trust Company, N.A.York, as trustee. Capitalized terms used but not trustee (the “Trustee”), (a) the due and punctual payment of the principal of, and premium, if any, and interest on, the Notes (as defined herein shall have the meanings given to them in the Indenture), whether at maturity, by acceleration, redemption or otherwise, the due and punctual payment of interest on overdue principal of and interest on the Notes, if any, if lawful, and the due and punctual performance of all other obligations of Issuer to the Holders or the Trustee all in accordance with the terms of the Indenture and (b) in case of any extension of time of payment or renewal of any Notes or any of such other obligations, that the same will be promptly paid in full when due or performed in accordance with the terms of the extension or renewal, whether at stated maturity, by acceleration or otherwise. ___Each Subsidiary Guarantor agrees that this Subsidiary Guarantee shall be a guarantee of payment and not of collection. All payments under this Subsidiary Guarantee shall be made in U.S. Dollars. These and other additional obligations of the Subsidiary Guarantors to the Holder and to the Trustee pursuant to this Subsidiary Guarantee and the Indenture are expressly set forth in the Indenture to which reference is hereby made for the precise terms of such obligations. THIS SUBSIDIARY GUARANTEE SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK. HORNET ENERGY LTD. By: Name: Title: XXXXXXX PETROLEUM, by its managing partner, XXXXXXX PETROLEUM CORPORATION By: Name: Title: XXXXXXX PETROLEUM HOLDINGS CORPORATION By: Name: Title: EXHIBIT C FORM OF SUPPLEMENTAL INDENTURE AND GUARANTEE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Supplemental Indenture (this “Supplemental Indenture”), dated as of ________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $20___________ in such Note[s] or interests (the “Transfer”), to _________among __________________ (the “TransfereeGuaranteeing Subsidiary”), a subsidiary of Xxxxxxx Petroleum Corporation (or its permitted successor), an Alberta corporation (the “Parent Guarantor”), Xxxxxxx Petroleum Finance Corporation, as further specified in Annex A hereto. In connection with issuer (the Transfer“Issuer”), the Transferor hereby certifies that: [CHECK ALL THAT APPLY]Parent Guarantor, the other Subsidiary Guarantors (as defined in the Indenture referred to herein) and The Bank of Nova Scotia Trust Company of New York, as trustee under this Indenture referred to below (the “Trustee”).

Appears in 1 contract

Samples: Indenture (Compton Petroleum Holdings CORP)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 or 4.15 of the Indenture, check the appropriate box below: If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 or Section 4.15 of the Indenture, state the amount you elect to have purchased: $$ ________________ Date: ________________ Your Signature: ------------------------ (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ Signature Guarantee*: --------------- * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE NOTE* The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another other Restricted Global Note Notes for an interest in this Regulation S Temporary Global Note, have been made: Date Amount of Exchange Amount of Principal Amount Signature of decrease in Principal Amount increase in of this Global Note Amount of increase in authorized Principal Amount Principal Amount Note following officer of of this Global Note Principal Amount of this Global Note following such decrease (or Trustee or Note Date of Exchange Note Note increase) Signature of authorized signatory of Trustee or Custodian ---------------- ---------------- ---------------- ----------------- --------------- A2-9 EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] WCI Communities, Inc. 24301 Walden Center Drive Suite 300 Bonita Springs, Florida 34134 Attexxxxx: Xxxxxx X. Hastings, Esq. [Registrar address block] Re: 7.0006-5/0% Senior Xxxxxx Xxxxxxxnated Notes due 2029 2015 Reference is hereby made to the Indenture, dated as of February 2March 10, 2021 2005 (the "Indenture"), among Viking Cruises Ltdbetween WCI Communities, Inc., as issuer (the "Company"), the Guarantors party thereto listed on the signature page therein and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the "Transferor") owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the "Transfer"), to ___________________________ (the "Transferee"), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]] CHECK IF TRANSFEREE WILL TAKE DELIVERY OF A BENEFICIAL INTEREST IN THE 144A GLOBAL NOTE OR A DEFINITIVE NOTE PURSUANT TO RULE 144A. The Transfer is being effected pursuant to and in accordance with Rule 144A under the United States Securities Act of 1933, as amended (the "Securities Act"), and, accordingly, the Transferor hereby further certifies that the beneficial interest or Definitive Note is being transferred to a Person that the Transferor reasonably believed and believes is purchasing the beneficial interest or Definitive Note for its own account, or for one or more accounts with respect to which such Person exercises sole investment discretion, and such Person and each such account is a "qualified institutional buyer" within the meaning of Rule 144A in a transaction meeting the requirements of Rule 144A and such Transfer is in compliance with any applicable blue sky securities laws of any state of the United States. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the 144A Global Note and/or the Definitive Note and in the Indenture and the Securities Act. CHECK IF TRANSFEREE WILL TAKE DELIVERY OF A BENEFICIAL INTEREST IN THE TEMPORARY REGULATION S GLOBAL NOTE, THE REGULATION S GLOBAL NOTE OR A DEFINITIVE NOTE PURSUANT TO REGULATION S. The Transfer is being effected pursuant to and in accordance with Rule 903 or Rule 904 under the Securities Act and, accordingly, the Transferor hereby further certifies that (i) the Transfer is not being made to a person in the United States and (x) at the time the buy order was originated, the Transferee was outside the United States or such Transferor and any Person acting on its behalf reasonably believed and believes that the Transferee was outside the United States or (y) the transaction was executed in, on or through the facilities of a designated offshore securities market and neither such Transferor nor any Person acting on its behalf knows that the transaction was prearranged with a buyer in the United States, (ii) no directed selling efforts have been made in contravention of the requirements of Rule 903(b) or Rule 904(b) of Regulation S under the Securities Act and/, (iii) the transaction is not part of a plan or scheme to evade the registration requirements of the Securities Act and (iv) if the proposed transfer is being made prior to the expiration of the Restricted Period, the transfer is not being made to a U.S. Person or for the account or benefit of a U.S. Person (other than an Initial Purchaser). Upon consummation of the proposed transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will be subject to the restrictions on Transfer enumerated in the Private Placement Legend printed on the Regulation S Global Note, the Temporary Regulation S Global Note and/or the Definitive Note and in the Indenture and the Securities Act. CHECK AND COMPLETE IF TRANSFEREE WILL TAKE DELIVERY OF A BENEFICIAL INTEREST IN THE IAI GLOBAL NOTE OR A DEFINITIVE NOTE PURSUANT TO ANY PROVISION OF THE SECURITIES ACT OTHER THAN RULE 144A OR REGULATION S. The Transfer is being effected in compliance with the transfer restrictions applicable to beneficial interests in Restricted Global Notes and Restricted Definitive Notes and pursuant to and in accordance with the Securities Act and any applicable blue sky securities laws of any state of the United States, and accordingly the Transferor hereby further certifies that (check one):

Appears in 1 contract

Samples: Wci Communities Inc

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 or 4.15 of the Indenture, check the appropriate box below: ¨ Section 4.10 ¨ Section 4.15 If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 or Section 4.15 of the Indenture, state the amount you elect to have purchased: $_______________ $ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE * The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory officer of Trustee or of Custodian * This schedule should be included only if the Note is issued in global form. EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [FTI Consulting, Inc. 000 Xxxx Xxxxx Xxxxxx, Suite 1400 Baltimore, Maryland 21202 Wilmington Trust Company address block] [Registrar address block] 0000 Xxxxx Xxxxxx Xxxxxx Xxxxxxxxxx, XX 00000-0000 Attn: Corporate Capital Markets Re: 7.0007 3/4% Senior Notes due 2029 2016 Reference is hereby made to the Indenture, dated as of February 2October 3, 2021 2006 (the “Indenture”), among Viking Cruises LtdFTI Consulting, Inc., as issuer (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Wilmington Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ $ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Supplemental Indenture (Fti Consulting Inc)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Partnership pursuant to Section 4.10 4.08 or 4.15 Section 4.09 of the Indenture, check the appropriate box below: ☐ Section 4.08 ☐ Section 4.09 [Change of Control] [Asset Sale] If you want to elect to have only part of the Note purchased by the Company Partnership pursuant to Section 4.10 4.08 or Section 4.15 4.09 of the Indenture, state the amount you elect to have purchased: $_______________ $ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS INCREASES OR DECREASES IN THE REGULATION S TEMPORARY GLOBAL NOTE NOTE* The following exchanges of a part of increases or decreases in this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease Decrease in Principal Amount of this Global Note Amount of increase Increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory officer of Trustee or Custodian EXHIBIT B Depositary * To be included in a Global Note. XXXXXXX X-0 FORM OF CERTIFICATE NOTE [FACE OF TRANSFER [Company address blockNOTE] [Registrar address blockInsert the Global Note Legend, if applicable pursuant to the provisions of the Indenture] Re[Insert the Private Placement Legend, if applicable pursuant to the provisions of the Indenture] [Insert the Regulation S Temporary Global Note Legend, if applicable pursuant to the provisions of the Indenture] No. $ CUSIP: 7.000U16353 AB7 ISIN: USU16353AB74 CHENIERE ENERGY PARTNERS, L.P. 5.625% SENIOR NOTES DUE 2026 CHENIERE ENERGY PARTNERS, L.P., a Delaware limited partnership (the “Partnership,” which term includes any successor under the Indenture hereinafter referred to), for value received, hereby promises to pay to Cede & Co.* or its registered assigns, the principal sum of [ ] U.S. dollars ($[ ]), [or such greater or lesser principal sum as is shown on the attached Schedule of Increases and Decreases in Regulation S Temporary Global Note]*, on October 1, 2026 in such coin and currency of the United States of America as at the time of payment shall be legal tender for the payment of public and private debts, and to pay interest thereon at an annual rate of 5.625% payable on April 1 and October 1 of each year, to the person in whose name the Note is registered at the close of business on the record date for such interest, which shall be the preceding March 15 and September 15 respectively, payable commencing on April 1, 2019, with interest accruing from September 11, 2018, or the most recent date to which interest shall have been paid. * To be included in a Global Note. Reference is made to the further provisions of this Note set forth on the reverse hereof. Such further provisions shall for all purposes have the same effect as though fully set forth at this place. The statements in the legends set forth in this Note are an integral part of the terms of this Note and by acceptance hereof the Holder of this Note agrees to be subject to, and bound by, the terms and provisions set forth in each such legend. This Note is issued in respect of a series of Notes of an initial aggregate principal amount of $1,100,000,000 designated as the 5.625% Senior Notes due 2029 Reference 2026 of the Partnership (the “5.625% Series Notes”) and is hereby made to governed by the Indenture, Indenture dated as of February 2September 18, 2021 2017 (the “Base Indenture”), among Viking Cruises Ltdduly executed and delivered by the Partnership, as issuer (the “Company”)issuer, the Subsidiary Guarantors (as defined in the Base Indenture) party thereto and The Bank of New York Mellon Trust Company, N.A.Mellon, as trusteetrustee (the “Trustee”) as supplemented by the Second Supplemental Indenture dated as of September 11, 2018, duly executed by the Partnership, the Subsidiary Guarantors party thereto and the Trustee (the “Second Supplemental Indenture”, and together with the Base Indenture, the “Indenture”). Capitalized The terms used but not defined of the Indenture are incorporated herein by reference. This Note shall have in all respects be entitled to the meanings given to them in same benefits as Definitive Notes under the Indenture. ___________________Upon registration of the Notes in accordance with the applicable registration rights agreement, if and to the extent any provision of the Indenture limits, qualifies or conflicts with any other provision of the Indenture that is required to be included in the Indenture or is deemed applicable to the Indenture by virtue of the provisions of the Trust Indenture Act of 1939, as amended (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “TransferTIA”), to ___________________________ (such required provision shall control. This Note shall not be valid or become obligatory for any purpose until the “Transferee”), as further specified in Annex A hereto. In connection with Trustee’s Certificate of Authentication hereon shall have been manually signed by the Transfer, Trustee under the Transferor hereby certifies that: [CHECK ALL THAT APPLY]Indenture.

Appears in 1 contract

Samples: Second Supplemental Indenture (Cheniere Energy Partners, L.P.)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 4.15 or 4.15 4.23 of the Indenture, check the appropriate box below: If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 4.15 or Section 4.15 4.23 of the Indenture, state the amount you elect to have purchased: $_______________ $ -------------------- Date: _______________ --------------------------- Your Signature: ------------------------------ (Sign exactly as your name appears on the face of this Note) Tax Identification No.: ---------------------- Signature Guarantee*: _________________________ -------------------------------- * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date Principal Amount Signature of Exchange Amount of decrease in Principal Amount of increase in of this Global Note Amount authorized officer of increase in Principal Amount Principal Amount following such decrease Trustee or Note Date of Exchange of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian ---------------- ------------------- ------------------- ------------- --------- EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Argosy Gaming Company address block] [Registrar address block] 000 Xxxxx Xxxxxx Xxxxx, XX 00000-0000 Telecopier No.: (000) 000-0000 Attention: Director of Investor Relations Bank One Trust Company, NA 000 Xxxx Xxxxx Xxxxxx, 0xx Xxxxx Xxxxxxxx, XX 00000 Attention: Corporate Trust Administration Re: 7.00010 3/4% Senior Notes due 2029 SENIOR SUBORDINATED NOTES DUE 2009 Reference is hereby made to the Indenture, dated as of February 2June 8, 2021 1999 (the "Indenture"), among Viking Cruises Ltdbetween Argosy Gaming Company, as issuer (the "Company"), the Subsidiary Guarantors party thereto named therein and The Bank of New York Mellon One Trust Company, N.A.NA, as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the "Transferor") owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the "Transfer"), to ___________________________ (the "Transferee"), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: St Louis Gaming Co

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 or 4.15 of the Indenture, check the appropriate box below: If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 or Section 4.15 of the Indenture, state the amount you elect to have purchased: $_______________ $ ---------------------- Date: _______________ ------------------------------- Your Signature: ------------------------------- (Sign exactly as your name appears on the face of this Note) Tax Identification No.: ----------------------- Signature Guarantee*: _________________________ --------------------------------- * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE NOTE* The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Principal Amount Amount of decrease Amount of increase in Principal Amount of this Global Note Amount Signature of increase in Principal Amount Principal Amount following such authorized officer of of decrease of Trustee or Date of Exchange this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian ---------------- ---------------- ---------------- ------------- --------- * This schedule should be included only if the Note is issued in global form. EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Alltrista Corporation Suite B-302 000 Xxxxxxxx Xxxxx Avenue Rye, NY 10580 The Bank of New York 000 Xxxxxxx Xxxxxx New York, NY 10268 Attention: Corporate Trust Administration Re: 7.0009 3/4% Senior Subordinated Notes due 2029 2012 Reference is hereby made to the Indenture, dated as of February 2April 24, 2021 2002 (the "Indenture"), among Viking Cruises LtdAlltrista Corporation, as issuer (the "Company"), the Guarantors party named on the signature pages thereto and The Bank of New York Mellon Trust Company, N.A.York, as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the "Transferor") owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the "Transfer"), to ___________________________ (the "Transferee"), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Alltrista Corp

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuer pursuant to Section 4.10 or 4.15 4.07 of the Twenty-Third Supplemental Indenture, check the appropriate box below: ☐ Section 4.07 If you want to elect to have only part of the this Note purchased by the Company Issuer pursuant to Section 4.10 or Section 4.15 4.07 of the Twenty-Third Supplemental Indenture, state the amount you elect to have purchased: $_______________ Date: _____________________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: __________________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE NOTE* The initial outstanding principal amount of this Global Note is $__________. The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) increase Signature of authorized signatory officer of Trustee or Custodian Notes Registrar * This schedule should be included only if the Note is issued in global form. EXHIBIT B [FORM OF CERTIFICATE OF TRANSFER [Company address blockSUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS] [Registrar address block] Re: 7.000% Senior Notes due 2029 Reference is hereby made to the Supplemental Indenture (this “Supplemental Indenture”), dated as of February 2, 2021 (the “Indenture”), among Viking Cruises Ltd, as issuer (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to _________among __________________ (the “TransfereeGuaranteeing Subsidiary”), a subsidiary of HCA Inc., a Delaware Corporation (the “Issuer”), Delaware Trust Company (as further specified in Annex A hereto. In connection with successor to Law Debenture Trust Company of New York), as trustee (the Transfer“Trustee”) and Deutsche Bank Trust Company Americas, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]as Paying Agent, Registrar and Transfer Agent W I T N E S S E T H

Appears in 1 contract

Samples: HCA Healthcare, Inc.

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuers pursuant to Section 4.10 or 4.15 4.14 of the Indenture, check the appropriate box below: ¨ Section 4.10 ¨¨ Section 4.14 If you want to elect to have only part of the this Note purchased by the Company Issuers pursuant to Section 4.10 or Section 4.15 4.14 of the Indenture, state the amount you elect to have purchased: $_______________ $ . Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE NOTE* The initial outstanding principal amount of this Global Note is $ . The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) increase Signature of authorized signatory of Trustee or Note Custodian * This schedule should be included only if the Note is issued in global form. EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Communications Sales & Leasing, Inc. 10802 Executive Center Drive, Bexxxx Xxxxxxxx Xxxxx 000, Xxxxxx Xxxx, XX 00000 Attention: General Counsel Xxxxx Fargo Bank, National Association Corporate Trust – DAPS REORG 6th & Marquette Ave., 12th Floor, MAC N9000-000 Xxxxxxxxxxx, XX 00000 Phone: 0-000-000-0000 Fax: 0-000-000-0000 Email: xxxxxxxxx@xxxxxxxxxx.xxx Re: 7.0006.00% Senior Secured Notes due 2029 2023 Reference is hereby made to the Indenture, dated as of February 2April 24, 2021 2015 (the “Indenture”), among Viking Cruises LtdCommunications Sales & Leasing, as issuer (the “Company”)Inc., CSL Capital, LLC, the Guarantors party thereto named therein and The Bank of New York Mellon Trust Company, N.A., as trusteethe Trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ $ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Communications Sales & Leasing, Inc.

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 or 4.15 2.1 of the First Supplemental Indenture, check the appropriate box belowbox: If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 or Section 4.15 2.1 of the First Supplemental Indenture, state the amount you elect to have purchased: purchased (in the minimum principal amount of $______2,000 or integral multiples of $1,000 in excess thereof): $ _________ Date: __________________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Re: 7.000% Senior Notes due 2029 Reference is hereby made to the Indenture, dated as of February 2, 2021 (the “Indenture”), among Viking Cruises Ltd, as issuer (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (Sign exactly as your name appears on the face of this Note) Tax Identification No.: ______________________ Signature Guarantee*: * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF INCREASES OR DECREASES IN GLOBAL NOTE* The following increases or decreases in the principal amount of this Global Note have been made: Date of Change Amount of Decrease in Principal Amount of this Global Note Amount of Increase in Principal Amount of this Global Note Principal Amount of this Global Note following such Decrease (or Increase) Signature of Authorized Signatory of Trustee or Depository * To be included in a Global Note only. A1-15 Exhibit A-2 FORM OF 2026 NOTE [FACE OF NOTE] [Insert Private Placement Legend, if applicable.] [Insert Global Note Legend, if applicable.] XX XXXXXXXX CORPORATION 5.875% SENIOR NOTE DUE 2026 No. __________ $__________ CUSIP No. 5 ISIN 6 XX XXXXXXXX CORPORATION, a Delaware corporation (the “Transferee”Company,” which term includes any successor Person under the Indenture hereinafter referred to), as further specified in Annex A hereto. In connection with the Transferfor value received promises to pay to [Cede & Co.]7 or registered assigns, the Transferor principal sum of __________ Dollars [or such greater or lesser amount as indicated on the Schedule of Increases or Decreases in Global Note,]3 on April 1, 2026. Interest Payment Dates: April 1 and October 1 Regular Record Dates: March 15 and September 15 Reference is hereby certifies thatmade to the further provisions of this Note set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place. 5 144A: [CHECK ALL THAT APPLY]403949 AF7 / Regulation S: U4322C AB9 6 144A: US403949AF78 / Regulation S: USU4322CAB91 7 To be included in a Global Note only.

Appears in 1 contract

Samples: First Supplemental Indenture (HF Sinclair Corp)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect wish to have this 8.5% Note purchased by the Company pursuant to Section 4.10 10.14 (Asset Sales) or 4.15 Section 10.16 (Change of Control) of the Indenture, check the appropriate box belowBox: ¨ Section 10.14 ¨ Section 10.16 If you want to elect wish to have only part a portion of the this 8.5% Note purchased by the Company pursuant to Section 4.10 10.14 or Section 4.15 10.16 of the Indenture, state the amount you elect to have purchasedamount: $_______________ $ Date: _______________ Your Signature: (Sign exactly as your name appears on the face other side of this 8.5% Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in (Signature must be guaranteed by a recognized Signature Guarantee financial institution that is a member of the Securities Transfer Agent Medallion Program (“STAMP”), the Stock Exchange Medallion Program (“SEMP”), the New York Stock Exchange, Inc. Medallion Signature Program (“MSP”) or such other signature guarantor acceptable to guarantee program as may be determined by the Trustee). Registrar in addition to, or in substitution for, STAMP, SEMP, or MSP, all in accordance with the Securities Exchange Act of 1934, as amended.) [TO BE ATTACHED TO GLOBAL SECURITIES] SCHEDULE RESPECTING THE AMOUNT OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY THIS GLOBAL NOTE SECURITY The following exchanges of a part increases or decreases in the principal amount of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, Security have been made: Date of Exchange Amount of decrease Decrease in Principal Amount of this Global Note Security Amount of increase Increase in Principal Amount of this Global Note Security Principal Amount of this Global Note following Security Following such decrease (Decrease or increase) Increase Signature of authorized signatory Authorized Officer of Trustee or Securities Custodian EXHIBIT B FORM OF CERTIFICATE NOTATION OF TRANSFER [Company address block] [Registrar address block] Re: 7.000SUBSIDIARY GUARANTEE Each of the Guarantors (which term includes any successor Person in such capacity under the Indenture), has fully, unconditionally and absolutely guaranteed, to the extent set forth in the Indenture and subject to the provisions in the Indenture, the due and punctual payment of the principal of, and premium, if any, and interest on the 8.5% Senior Notes and all other amounts due 2029 Reference and payable under the Indenture and the 8.5% Notes by the Company. The obligations of the Guarantors to the Holders of 8.5% Notes and to the Trustee pursuant to the Subsidiary Guarantees and the Indenture are expressly set forth in Article Fourteen of the Indenture and reference is hereby made to the Indenture, dated as Indenture for the precise terms of February 2, 2021 (the “Indenture”), among Viking Cruises Ltd, as issuer (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trusteeSubsidiary Guarantees. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies thatGuarantors: [CHECK ALL THAT APPLY]NAME OF EACH GUARANTOR] By: Exhibit B

Appears in 1 contract

Samples: First Supplemental Indenture (Frontier Oil Corp /New/)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 4.11, 4.21 or 4.15 4.28 of the Indenture, check the appropriate box below: o Section 4.11 o Section 4.21 o Section 4.28 If you want to elect to have only part of the this Note purchased by the Company pursuant to Section 4.10 4.11, 4.21 or Section 4.15 4.28 of the Indenture, state the amount (in minimum denomination of $2,000 or integral multiples of $1,000 in excess of $2,000) you elect to have purchased: $_______________ Date: _______________ Your Signature: Signature (Sign exactly as your name appears on the face other side of this Note) Soc. Sec. or Tax Identification No.: Signature Guarantee*: _________________________ * Participant Signature Guarantee: (signature must be guaranteed) Signatures must be guaranteed by an “eligible guarantor institution” meeting the requirements of the Registrar, which requirements include membership or participation in a recognized Signature Guarantee the Security Transfer Agent Medallion Program (“STAMP”) or such other signature guarantor acceptable to guarantee program” as may be determined by the Trustee)Registrar in addition to, or in substitution for, STAMP, all in accordance with the Securities Exchange Act of 1934, as amended. [TO BE ATTACHED TO GLOBAL NOTE] SCHEDULE A SCHEDULE OF EXCHANGES OF INTERESTS INCREASES OR DECREASES IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, Note or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date Principal Amount of Exchange Amount of decrease Amount of increase this Regulation S in Principal Amount of this Global Note Amount of increase in Principal Amount Temporary Global Signature of of this Global Note Principal Amount Regulation of this Global Regulation Note following such authorized officer S Temporary Global S Temporary Global decrease (or increase) Signature of authorized signatory of Trustee or Notes Date Note Note increase Custodian EXHIBIT B ANNEX A TRICO SHIPPING AS and the Guarantors named herein 117/8% SENIOR SECURED NOTES DUE 2014 FORM OF CERTIFICATE SUPPLEMENTAL INDENTURE DATED AS OF TRANSFER [Company address block] [Registrar address block] Re: 7.000% Senior Notes due 2029 Reference is hereby made to the Indenture, XXXXX FARGO BANK, N.A., As Trustee This SUPPLEMENTAL INDENTURE, dated as of February 2, 2021 (the “Indenture”), among Viking Cruises Ltd, as issuer (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ ___, _____ is among Trico Shipping AS, a Norwegian limited company (the “TransfereeCompany”), each of the parties identified under the caption “Guarantors” on the signature page hereto (the “Guarantors”) and Xxxxx Fargo Bank, N.A., as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]Trustee.

Appears in 1 contract

Samples: Security Agreement (Trico Marine Services Inc)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 4.10, 4.15 or 4.15 4.22 of the Indenture, check the appropriate box below: o Section 4.10 o Section 4.15 o Section 4.22 If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 4.10, Section 4.15 or Section 4.15 4.22 of the Indenture, state the amount you elect to have purchased: $$ _______________ Date: :_______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: :___________________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount at maturity of this Global Note Amount of increase in Principal Amount at maturity of this Global Note Principal Amount at maturity of this Global Note following such decrease (or increase) Signature of authorized signatory officer of Trustee or Custodian A2-12 EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Tekni-Plex, Inc. 000 X. Xxxxxx Tap Road, Suite 150 Coppell, Texas 75019 HSBC Bank USA, National Association 000 Xxxxx Xxxxxx Xxx Xxxx, XX 00000-0000 Attention: Issuer Services Telecopier No.: (000) 000-0000 Re: 7.00010 7/8 % Senior Secured Notes due 2029 2012 Reference is hereby made to the Indenture, dated as of February 2June 10, 2021 2005 (the “Indenture”), among Viking Cruises LtdTekni-Plex, Inc. as issuer (the “Company”), the Guarantors party thereto and The HSBC Bank of New York Mellon Trust CompanyUSA, N.A.National Association, as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $$ ___________ in such Note[s] or interests (the “Transfer”), to to___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Indenture (Tekni Plex Inc)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 or 4.15 4.13 of the Indenture, check the appropriate box below: [ ] Section 4.10 [ ] Section 4.13 If you want to elect to have only part of the this Note purchased by the Company pursuant to Section 4.10 or Section 4.15 4.13 of the Indenture, state the amount you elect to have purchased: $_______________ Date: _____________________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: :* __________________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE NOTE* The initial outstanding principal amount of this Global Note is $__________. The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease Decrease in Principal Amount of this Global Note Amount of increase Increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (Following Such Decrease or increase) Increase Signature of authorized signatory Authorized Officer of Trustee or Note Custodian * This schedule should be included only if the Note is issued in global form. EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Xxxxxx Xxxxxxxxxxx Xxxxxx Xxx Xxxx Xxxx, PA 19424 Fax: (000) 000-0000 Attn: Treasurer Xxxxx Fargo Bank, National Association – DAPS REORG 000 Xxxxx Xxxxxx Xxxxxx 0xx Xxxxx – MAC X 0000-000 Xxxxxxxxxxx, XX 00000 Fax: (000) 000-0000 Attn: Corporate Trust Services – Unisys Administrator Phone: (000) 000-0000 E-mail: XXXXXXXXX@XxxxxXxxxx.xxx Re: 7.0006.875% Senior Secured Notes due 2029 2027 Reference is hereby made to the Indenture, dated as of February 2October 29, 2021 2020 (the “Indenture”), among Viking Cruises Ltd, as issuer (the “Company”)Xxxxxx Xxxxxxxxxxx, the Subsidiary Guarantors party thereto named therein, the Trustee and The Bank of New York Mellon Trust Company, N.A., as trusteethe Collateral Trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, _ (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Indenture (Unisys Corp)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 3.8 or 4.15 Section 3.11 of the Indenture, check the appropriate box beloweither box: If you want to elect to have only part of the this Note purchased by the Company pursuant to Section 4.10 3.8 or Section 4.15 3.11 of the Indenture, state the principal amount (which must be an integral multiple of $1,000) that you elect want to have purchasedpurchased by the Company: $_______________ $ Date: _______________ Your Signature: Signature ---------- ---------------------------- (Sign exactly as your name appears on the face other side of this the Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant --------------------------------------- (Signature must be guaranteed) The signature(s) should be guaranteed by an eligible guarantor institution (banks, stockbrokers, savings and loan associations and credit unions with membership in a recognized Signature Guarantee Medallion Program (or other an approved signature guarantor acceptable guarantee medallion program), pursuant to the Trustee)Exchange Act Rule 17Ad-15. SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian EXHIBIT B FORM OF TRANSFER CERTIFICATE OF FOR TRANSFER TO QIB [Company address blockDate] [Registrar address block] The Bank of New York Corporate Trust Administration 101 Barclay Street New York, NY 10286 Re: 7.0008 3/8% Senior Notes due 2029 Senixx Xxxxxxxxxxxx Xxxxx Due 2012 (the "Notes") of JLG Industries, Inc. (the "Company") Ladies and Gentlemen: Reference is hereby made to the Indenture, dated as of February 2June 17, 2021 2002 (as amended and supplemented from time to time, the "Indenture"), among Viking Cruises Ltd, as issuer (between the Company”), the Note Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A.York, as trusteeTrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes This letter relates to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ aggregate principal amount of Notes [in such Note[sthe case of a transfer of an interest in a Regulation S Global Note: which represents an interest in a Regulation S Global Note beneficially owned by] or interests the undersigned (the “Transfer”"Transferor") to effect the transfer of such Notes in exchange for an equivalent beneficial interest in the Rule 144A Global Note. In connection with such request, and with respect to such Notes, the Transferor does hereby certify that such Notes are being transferred in accordance with Rule 144A under the Securities Act of 1933, as amended ("Rule 144A"), to ___________________a transferee that the Transferor reasonably believes is purchasing the Notes for its own account or an account with respect to which the transferee exercises sole investment discretion, and the transferee, as well as any such account, is a "qualified institutional buyer" within the meaning of Rule 144A, in a transaction meeting the requirements of Rule 144A and in accordance with applicable securities laws of any state of the United States or any other jurisdiction. You and the Company are entitled to rely upon this letter and are irrevocably authorized to produce this letter or a copy hereof to any interested party in any administrative or legal proceedings or official inquiry with respect to the matters covered hereby. Very truly yours, [Name of Transferor] By: ---------------------------- ------------------------------ Authorized Signature EXHIBIT C FORM OF CERTIFICATE TO BE DELIVERED IN CONNECTION WITH TRANSFERS PURSUANT TO REGULATION S [Date] The Bank of New York Corporate Trust Administration 101 Barclay Street New York, NY 10286 Re: 8 3/8% Senixx Xxxxxxxxxxxx Xxxxx Due 2012 (the "Notes") of JLG Industries, Inc. (the "Company") Ladies and Gentlemen: Reference is hereby made to the Indenture, dated as of June 17, 2002 (as amended and supplemented from time to time, the "Indenture"), between the Company, the Note Guarantors party thereto and The Bank of New York, as Trustee. Capitalized terms used but not defined herein shall have the meanings given them in the Indenture. In connection with our proposed sale of $________ aggregate principal amount of the Notes [in the case of a transfer of an interest in a 144A Global Note: , which represent an interest in a 144A Global Note beneficially owned by] the undersigned ("Transferor"), we confirm that such sale has been effected pursuant to and in accordance with Regulation S under the Securities Act of 1933, as amended (the “Transferee”"Securities Act"), as further specified in Annex A hereto. In connection with the Transferand, the Transferor hereby certifies accordingly, we represent that: [CHECK ALL THAT APPLY]:

Appears in 1 contract

Samples: Indenture (Access Financial Solutions Inc)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 Sections 4.19 or 4.15 4.20 of the Indenture, check the appropriate box below: ¨ Section 4.19 ¨ Section 4.20 If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 Sections 4.19 or Section 4.15 4.20 of the Indenture, state the amount you elect to have purchased: purchased (must be a principal amount of $2,000 or an integral multiple of $1,000 in excess thereof, and the portion, if any, of this Note that is not being tendered for purchase must be in a principal amount of $2,000 or an integral multiple of $1,000 in excess thereof): $_______________ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE Schedule of Exchanges of Interests in the Global Note * The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) increase Signature of authorized signatory officer of Trustee or Custodian * This schedule should be included only if the Note is issued in global form. EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] SAExploration Holdings, Inc. 1000 Xxxxx Xxxxxxx, Xxxxx 000 Xxxxxxx, Xxxxx 00000 Attention: Chief Financial Officer U.S. Bank National Association 5000 Xxx Xxxxxx Xxxxxx, Suite 1150 Houston, Texas, 77056 Re: 7.00010.000% Senior Secured Notes due 2029 2019 Reference is hereby made to the Indenture, dated as of February July 2, 2021 2014 (the “Indenture”), among Viking Cruises LtdSAExploration Holdings, Inc., as issuer (the “Company”), the Guarantors party thereto and The U.S. Bank of New York Mellon Trust Company, N.A.National Association, as trusteeTrustee or Noteholder Collateral Agent. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Indenture (SAExploration Holdings, Inc.)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuers pursuant to Section 4.10 4.11 or 4.15 4.16 of the Indenture, check the appropriate box below: ¨ Section 4.11 ¨ Section 4.16 If you want to elect to have only part of the Note purchased by the Company Issuers pursuant to Section 4.10 4.11 or Section 4.15 4.16 of the Indenture, state the amount you elect to have purchased: $$ _______________________ Date: :____________________ Your Signature: :_____________________________________________________ (Sign exactly as your name appears on the face of this Note) Tax Identification No.: _______________________________________________ Signature Guarantee*: _______________________________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE NOTE* The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory officer of Trustee or Note Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Re: 7.000% Senior Notes due 2029 Reference is hereby made to the IndentureCCO Holdings, dated as of February 2LLC CCO Holdings Capital Corp. c/o Charter Communications, 2021 (the “Indenture”)Inc. 00000 Xxxxxxxxxxx Xxxxx, among Viking Cruises LtdXxxxx 000 Xx. Xxxxx, as issuer (the “Company”), the Guarantors party thereto and Xxxxxxxx 00000 The Bank of New York Mellon Trust Company, N.A.N.A. 0 Xxxxx XxXxxxx Xxxxxx, as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________Xxxxx 0000 Xxxxxxx, Xxxxxxxx 00000 Facsimile No.: (the “Transferor”000) owns 000-0000 Attention: Corporate Trust Administration Re: CCO Holdings, LLC and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]CCO Holdings Capital Corp.

Appears in 1 contract

Samples: Indenture (Charter Communications, Inc. /Mo/)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 or 4.15 of the Indenture, check the appropriate box below: If you want to elect to have only part of the this Note purchased by the Company pursuant to Section 4.10 or Section 4.15 of the Indenture, state the amount you elect to have purchased: $$ Date: _______________ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: . Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE NOTE* The initial outstanding principal amount of this Global Note is $[ ]. The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) increase Signature of authorized signatory of Trustee or Custodian * This schedule should be included only if the Note is issued in global form. EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Stericycle, Inc. 0000 Xxxxxxxx Xxxx Xxxxxxxxxxx, Xxxxxxxx 00000 Attention: Xxxxxx Xxxxxxxxxx Facsimile: 000-000-0000 Email: xxxxxx.xxxxxxxxxx@xxxxxxxxxx.xxx U.S. Bank National Association, as Trustee and Registrar address block] 00 Xxxxxxxxxx Xxx. St. Xxxx, MN 5107 Telephone No.: (000) 000-0000 Attn: Transfers Dept. Re: 7.0003.875% Senior Notes due 2029 Reference is hereby made to the Indenture, dated as of February 2November 24, 2021 2020 (the “Indenture”), among Viking Cruises Ltdbetween Stericycle, as issuer (the “Company”)Inc., the initial Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trusteethe Trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ $ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Indenture (Stericycle Inc)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Series B Second Lien Note purchased by the Company Issuer pursuant to Section 4.10 4.10(d), 4.10(h), 4.14 or 4.15 4.20 of the Indenture, check the appropriate box below: ¨ Section 4.10(d) ¨ Section 4.10(h) ¨ Section 4.14 ¨ Section 4.20 If you want to elect to have only part of the this Series B Second Lien Note purchased by the Company Issuer pursuant to Section 4.10 4.10(d), 4.10(h), 4.14 or Section 4.15 4.20 of the Indenture, state the amount you elect to have purchased: $_______________ $ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Series B Second Lien Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE NOTE1 The initial outstanding principal amount of this Global Note is $ . The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such each decrease (or increase) increase Signature of authorized signatory officer of Trustee or Custodian 1 This schedule should be included only if the Series B Second Lien Note is issued in global form. EXHIBIT B FORM OF CERTIFICATE OF TRANSFER Texas Competitive Electric Holdings Company LLC Energy Plaza 1000 Xxxxx Xxxxxx Dallas, Texas 75201-3411 Facsimile No.: (000) 000-0000 (000) 000-0000 TCEH Finance, Inc. Energy Plaza 1000 Xxxxx Xxxxxx Dallas, Texas 75201-3411 Facsimile No.: (000) 000-0000 (000) 000-0000 The Bank of New York Mellon Trust Company, N.A. Corporate Trust Division 600 Xxxxxx Xxxxxx – 10xx Xxxxx Xxxxxxx, XX 00000 Facsimile No.: (000) 000-0000 Attention: TCEH Trustee Re: [Company address block15% Senior Secured Second Lien Notes due 2021] [Registrar address block] Re: 7.00015% Senior Secured Second Lien Notes due 2029 2021, Series B] Reference is hereby made to the Indenture, dated as of February 2October 6, 2021 2010, among Texas Competitive Electric Holdings Company LLC and TCEH Finance, Inc., the Guarantors named therein and the Trustee, as supplemented by the First Supplemental Indenture dated as of October 20, 2010, among the Issuer, the Guarantors named therein and the Trustee (collectively, the “Indenture”), among Viking Cruises Ltd, as issuer (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ $ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Supplemental Indenture (Energy Future Competitive Holdings CO)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect wish to have this Note purchased by the Company pursuant to Section 4.10 or 4.15 Article 4 of the Seventh Supplemental Indenture, check the appropriate box belowBox: If you want to elect wish to have only part a portion of the this Note purchased by the Company pursuant to Section 4.10 or Section 4.15 Article 4 of the Seventh Supplemental Indenture, state the amount you elect to have purchasedprincipal amount: $_______________ $ . Date: _______________ Your Signature: (Sign exactly as your name appears on the face other side of this Note) Tax Identification No.Signature Guarantee: Signature Guarantee*: _________________________ * Participant must be guaranteed by a participant in a recognized Signature Guarantee Medallion Program (signature guaranty medallion program or other signature guarantor acceptable to the Trustee). Schedule I [Include Schedule I only for a Global Note] SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE INCREASES OR DECREASES The initial principal amount of this Global Note is $400,000,000. The following exchanges of a part increases or decreases in the Principal amount of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such increase or decrease (or increase) Signature of authorized signatory of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Re: 7.000% Senior Notes due 2029 Reference is hereby made to the SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSIDIARY GUARANTORS SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of February 2, 2021 among (the “IndentureGuaranteeing Subsidiary”), among Viking Cruises Ltda subsidiary of (or its permitted successor), as issuer AK Steel Corporation (the “Company”), a corporation organized under the Guarantors party thereto and The Bank laws of New York Mellon Trust CompanyDelaware, N.A.AK Steel Holding Corporation, as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, a Delaware corporation (the “TransferorParent Guarantor”) owns and proposes U.S. Bank National Association, as trustee under the Indenture referred to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests below (the “TransferTrustee”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY].

Appears in 1 contract

Samples: Supplemental Indenture (Ak Steel Holding Corp)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company X. Xxxxxxxx, Inc. pursuant to Section 4.10 (Asset Sale) or 4.15 4.13 (Change of Control) of the Indenture, check the appropriate box below: ¨ Section 4.10 ¨ Section 4.13 If you want to elect to have only part of the Note purchased by the Company X. Xxxxxxxx, Inc. pursuant to Section 4.10 or Section 4.15 4.13 of the Indenture, state the amount you elect to have purchased: $$ _____________________ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*Number: _________________________ * Participant Signature guarantee: (Signature must be guaranteed by a participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). guarantee medallion program) SCHEDULE A SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, other 6.875% Senior Notes have been made: Date of Exchange Amount of decrease Decrease in Principal Amount of this Global Note Amount of increase Increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease Following Such Decrease (or increaseIncrease) Signature of authorized signatory Authorized Officer of Trustee or Note Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] ReX. Xxxxxxxx, Inc. 0000 Xxxxxxxxx Xxxx Xxxxxxxx, Xxxx 00000 Tel: 7.000% Senior Notes due 2029 Reference is hereby made to the Indenture, dated as of February 2, 2021 (the “Indenture”), among Viking Cruises Ltd, as issuer (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”000) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that000-0000 Attention: [CHECK ALL THAT APPLY]Corporate Secretary

Appears in 1 contract

Samples: Schulman a Inc

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuer pursuant to Section 4.10 4.11 or 4.15 4.16 of the Supplemental Indenture, check the appropriate box below: c Section 4.11 c Section 4.16 If you want to elect to have only part of the Note purchased by the Company Issuer pursuant to Section 4.10 4.11 or Section 4.15 4.16 of the Supplemental Indenture, state the amount you elect to have purchased: $$ _______________________ Date: :____________________ Your Signature: :_____________________________________________________ (Sign exactly as your name appears on the face of this Note) Tax Identification No.: _______________________________________________ Signature Guarantee*: _______________________________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE NOTE* The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal ofdecrease inPrincipal Amount of this Global Note Amount of increase in Principal ofincrease inPrincipal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory ofauthorized officer of Trustee or Note Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address blockCCOH Safari, LLC] [Registrar address blockCCO Holdings, LLC CCO Capital Corp.] c/o Charter Communications, Inc. 000 Xxxxxxxx Xxxxxx, 00xx Xxxxx Xxxxxxxx, Xxxxxxxxxxx 00000 The Bank of New York Mellon Trust Company, N.A. 0 Xxxxx XxXxxxx Xxxxxx, Xxxxx 0000 Xxxxxxx, Xxxxxxxx 00000 Facsimile No.: (000) 000-0000 Attention: Corporate Trust Administration Re: 7.000CCOH Safari, LLC c 5.500% Senior Notes due 2029 2022 (CUSIP [ ]) (the “Notes”) Reference is hereby made to the Indenture, dated as of February 2November 5, 2021 2014 (the “Base Indenture”), among Viking Cruises LtdCCOH Safari, as issuer LLC (the “Company”), CCO Holdings, LLC (“CCO Holdings”), CCO Holdings Capital Corp. (“Capital Corp” and, together with CCO Holdings, the Guarantors “Issuers”), the guarantor party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee, as supplemented by the First Supplemental Indenture dated as of November 5, 2014 (the “Supplemental Indenture”). Capitalized terms used but not defined herein shall have the meanings given to them in the Supplemental Indenture. ___________________, _ (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $_____________________________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Supplemental Indenture (Charter Communications, Inc. /Mo/)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuer pursuant to Section 4.10 3.8 or 4.15 Section 3.12 of the Indenture, check the appropriate box beloweither box: ☐ Section 3.8 ☐ Section 3.12 If you want to elect to have only part of the this Note purchased by the Company Issuer pursuant to Section 4.10 or Section 4.15 3.12 of the Indenture, state the principal amount you elect (which must be in minimum denominations of U.S.$200,000 and in an integral multiple of U.S.$1,000): U.S.$ Date: Your Signature (Sign exactly as your name appears on the other side of the Note) Signature Guarantee: (Signature must be guaranteed) The signature(s) should be guaranteed by an eligible guarantor institution (banks, stockbrokers, savings and loan associations and credit unions with membership in an approved signature guarantee medallion program), pursuant to Exchange Act Rule 17Ad-15. EXHIBIT B FORM OF CERTIFCATION FOR TRANSFER PURSUANT TO REGULATION S [Date] The Bank of New York Mellon 000 Xxxxxxxxx Xxxxxx, Xxxxx 0 Xxxx Xxx Xxxx, XX 00000 Attention: International Corporate Trust Re: 5.200% Senior Secured Notes due 2030 (the “Notes”) of CEMEX, S.A.B. de C.V. (the “Issuer”) Ladies and Gentlemen: Reference is hereby made to the Indenture, dated as of September 17, 2020 (as amended and supplemented from time to time, the “Indenture”), among the Issuer, the Note Guarantors named therein and The Bank of New York Mellon, as Trustee. Capitalized terms used but not defined herein shall have purchased: $_the meanings given them in the Indenture or Regulation S under the Securities Act of 1933, as amended (the “Securities Act”), as the case may be. In connection with our proposed transfer of U.S.$______________ Date: _______________ Your Signature: (Sign exactly as your name appears on aggregate principal amount of the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for Notes, which represent an interest in another Global Note, or exchanges of a part of another Restricted Rule 144A Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease beneficially owned by the undersigned (or increase) Signature of authorized signatory of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Re: 7.000% Senior Notes due 2029 Reference is hereby made to the Indenture, dated as of February 2, 2021 (the IndentureTransferor”), among Viking Cruises Ltdwe confirm that such transfer has been effected pursuant to and in accordance with Regulation S and, as issuer (the “Company”)accordingly, the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies we represent that: [CHECK ALL THAT APPLY]:

Appears in 1 contract

Samples: Intercreditor Agreement (Cemex Sab De Cv)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 or 4.15 of the Indenture, Indenture check the appropriate box below: . ¨ Section 4.10 ¨ Section 4.15 If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 or Section 4.15 of the Indenture, state the amount you elect to have purchased: $_______________ $ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory officer of Trustee or Note Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] Xxxxxx Automotive Group, Inc. 0000 Xxxxxxxx Xxxxxxx XX, Xxxxx 000 Xxxxxx, Xxxxxxx 00000 [Registrar address block] Re: 7.0008.375% Senior Subordinated Notes due 2029 2020 Reference is hereby made to the Indenture, dated as of February 2November 16, 2021 2010 (the “Indenture”), among Viking Cruises Ltdbetween Xxxxxx Automotive Group, Inc., as issuer (the “Company”), the Guarantors party thereto subsidiary guarantors listed on Schedule I to the Indenture, and The Bank of New York Mellon Trust Company, N.A.Mellon, as trusteeTrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ $ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Indenture (Asbury Automotive Group Inc)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 or 4.15 4.14 of the Indenture, check the appropriate box below: [ ] Section 4.10 [ ] Section 4.14 If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 or Section 4.15 4.14 of the Indenture, state the amount you elect to have purchased: $_______________ $ ----------------- Date: _______________ -------------------- Your Signature: ---------------------------------- (Sign exactly as your name appears on the face of this Note) Tax Identification No.: ------------------------- Signature Guarantee*: _________________________ ---------------------- * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Principal Amount at Amount of decrease Decrease in Amount of Increase in Maturity Signature of Principal Amount at Principal Amount at of this Global Note Amount Authorized Officer Maturity Maturity Following such of increase in Principal Amount Trustee or Date of Exchange of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Note Custodian ---------------- --------------------- --------------------- ---------------------- ------------------ A1-11 EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] ReMonitronics International, Inc. 00000 Xxxxxxxx Xxxxxxx, Xxxxx 000 Xxxxxx, Xxxxx 00000 Facsimile:(000)000-0000 Attention: 7.000% Senior Notes due 2029 Reference is hereby made to the IndentureXxxxxxx Xxxxxx, dated as of February 2, 2021 (the “Indenture”), among Viking Cruises Ltd, as issuer (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]Chief Financial Officer

Appears in 1 contract

Samples: Monitronics International Inc

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuer pursuant to Section 4.10 or 4.15 4.14 of the Indenture, check the appropriate box below: ☐ Section 4.10 ☐ Section 4.14 If you want to elect to have only part of the this Note purchased by the Company Issuer pursuant to Section 4.10 or Section 4.15 4.14 of the Indenture, state the amount you elect to have purchased: $$ Date: _______________ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: __________________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE NOTE* The initial outstanding principal amount of this Global Note is $ . The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) increase Signature of authorized signatory officer of Trustee or Note Custodian * This schedule should be included only if the Note is issued in global form. EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] ReClear Channel Worldwide Holdings, Inc. 00000 Xxxxx Xxx Xxxxxxx Xxx Xxxxxxx, XX 00000 Attention: 7.000% Xxxxx Xxxxxxx, Senior Notes due 2029 Reference is hereby made to the IndentureVice President and Treasurer U.S. Bank National Association 000 Xxxxxxxx Xxxxxx, dated as of February 2Xxxxx 000 Xxxxxxxxx, 2021 (the “Indenture”), among Viking Cruises Ltd, as issuer (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies thatXX 00000 Attention: [CHECK ALL THAT APPLY]Clear Channel Administrator

Appears in 1 contract

Samples: Indenture (Clear Channel Outdoor Holdings, Inc.)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect wish to have this Note purchased by the Company Issuer pursuant to Section 4.10 3.7 or 4.15 3.9 of the Indenture, check the appropriate box below: box:☐. If you want to elect wish to have only part a portion of the this Note purchased by the Company Issuer pursuant to Section 4.10 3.7 or Section 4.15 3.9 of the Indenture, state the amount you elect to have purchasedbelow: $_______________ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Re: 7.000% Senior Notes due 2029 Reference is hereby made to the Indenture, dated as of February 2, 2021 (the “Indenture”), among Viking Cruises Ltd, as issuer (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (Sign exactly as your name appears on the other side of this Note) Signature Guarantee: ______________________________________ Signatures must be guaranteed by an “eligible guarantor institution” meeting the requirements of the Note Registrar, which requirements include membership or participation in the Security Transfer Agent Medallion Program (“STAMP”) or such other “signature guarantee program” as may be determined by the Note Registrar in addition to, or in substitution for, STAMP, all in accordance with the Securities Exchange Act of 1934, as amended. SCHEDULE OF INCREASES OR DECREASES IN GLOBAL NOTE The following increases or decreases in this Global Note have been made: Date of Exchange Amount of decreases in principal amount of this Global Note Amount of increases in principal amount of this Global Note Principal amount of this Global Note following such decreases or increases Signature of authorized officer of Trustee or Notes Custodian EXHIBIT B Form of Certificate of Beneficial Ownership On or after [__________], 20[____] THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. 000 Xxxx Xxxxxx, 12th Floor Pittsburgh, PA 15262 E-Mail: xxxxxxx.xxxxxx@xxxxxxxxx.xxx Attention: Corporate Trust Administration - Sylvamo Corp. 7.000% Senior Notes due 2029 Re: Sylvamo Corporation (the “TransfereeIssuer”) 7.000% Senior Notes due 2029 (the “Notes”) Ladies and Gentlemen: This letter relates to $__________ principal amount of Notes represented by the offshore [temporary] global note certificate (the “[Temporary] Regulation S Global Note”). Pursuant to Section 2.16(2) of the Indenture dated as of September 3, 2021 relating to the Notes (as amended, supplemented, waived or otherwise modified, the “Indenture”), we hereby certify that (1) we are the beneficial owner of such principal amount of Notes represented by the [Temporary] Regulation S Global Note and (2) we are either (i) a Non-U.S. Person to whom the Notes could be transferred in accordance with Rule 903 or 904 of Regulation S (“Regulation S”) promulgated under the Securities Act of 1933, as further specified amended (the “Act”) or (ii) a U.S. Person who purchased securities in Annex A heretoa transaction that did not require registration under the Act. You, the Issuer and counsel for the Issuer are entitled to rely upon this letter and are irrevocably authorized to produce this letter or a copy hereof to any interested party in any administrative or legal proceedings or official inquiry with respect to the matters covered hereby. Terms used in this certificate have the meanings set forth in Regulation S. Very truly yours, [Name of Holder] By: Authorized Signature EXHIBIT C Form of Regulation S Certificate Regulation S Certificate THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. 000 Xxxx Xxxxxx, 12th Floor Pittsburgh, PA 15262 E-Mail: xxxxxxx.xxxxxx@xxxxxxxxx.xxx Attention: Corporate Trust Administration—Sylvamo Corp. 7.000% Senior Notes due 2029 Re: Sylvamo Corporation (the “Issuer”) 7.000% Senior Notes due 2029 (the “Notes”) Ladies and Gentlemen: In connection with our proposed sale of $__________ aggregate principal amount of Notes, we confirm that such sale has been effected pursuant to and in accordance with Regulation S (“Regulation S”) under the TransferSecurities Act of 1933, as amended (the Transferor “Securities Act”), and accordingly, we hereby certifies that: [CHECK ALL THAT APPLY]certify as follows:

Appears in 1 contract

Samples: Sylvamo Corp

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company pursuant to Section 4.10 or 4.15 4.08 of the Indenture, check the appropriate box belowbox: ¨ If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.10 or Section 4.15 4.08 of the Indenture, state the amount you elect to have purchased: $_______________ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: SIGNATURE GUARANTEE Participant in a Recognized Signature Guarantee*Guarantee Medallion Program SCHEDULE OF EXCHANGES OF INTERESTS IN THE GLOBAL SECURITY* The following exchanges of a part of this Global Security for an interest in another Global Security or for a Definitive Security, or exchanges of a part of another Global Security or Definitive Security for an interest in this Global Security, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Security Amount of increase in Principal Amount of this Global Security Principal Amount of this Global Security following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian * This should be included only if the Note is issued in global form. EXHIBIT E FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS Supplemental Indenture (this “Supplemental Indenture”), dated as of [__________] [__], 20[__], among [_________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Re: 7.000% Senior Notes due 2029 Reference is hereby made to the Indenture, dated as of February 2, 2021 (the “IndentureGuaranteeing Subsidiary)) and U.S. Bank National Association, among Viking Cruises Ltda national banking association organized under the laws of the United States, as issuer Trustee (the “CompanyTrustee”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY].

Appears in 1 contract

Samples: Indenture (O-I Glass, Inc. /DE/)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Issuers pursuant to Section 4.10 4.11 or 4.15 4.16 of the Supplemental Indenture, check the appropriate box below: ¨ Section 4.11 ¨ Section 4.16 If you want to elect to have only part of the Note purchased by the Company Issuers pursuant to Section 4.10 4.11 or Section 4.15 4.16 of the Supplemental Indenture, state the amount you elect to have purchased: $$ _______________________ Date: :____________________ Your Signature: :_____________________________________________________ (Sign exactly as your name appears on the face of this Note) Tax Identification No.: _______________________________________________ Signature Guarantee*: _______________________________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE NOTE* The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Restricted Global Note or Definitive Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease in Principal ofdecrease inPrincipal Amount of this Global Note Amount of increase in Principal ofincrease inPrincipal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory ofauthorized officer of Trustee or Note Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] CCO Holdings, LLC CCO Holdings Capital Corp. c/o Charter Communications, Inc. 000 Xxxxxxxx Xxxxxx, 00xx Xxxxx Xxxxxxxx, Xxxxxxxxxxx 00000 The Bank of New York Mellon Trust Company, N.A. 0 Xxxxx XxXxxxx Xxxxxx, Xxxxx 0000 Xxxxxxx, Xxxxxxxx 00000 Facsimile No.: (000) 000-0000 Attention: Corporate Trust Administration Re: 7.000CCO Holdings, LLC and CCO Holdings Capital Corp. ¨ 5.750% Senior Notes due 2029 2024 (CUSIP [ ]) (the “Notes”) Reference is hereby made to the Indenture, dated as of February 2May 10, 2021 2011 (the “Base Indenture”), as supplemented by the Eighth Supplemental Indenture dated as of May 3, 2013 (the “Supplemental Indenture”), among Viking Cruises LtdCCO Holdings, as issuer LLC (the “Company”), CCO Holdings Capital Corp. (“Capital Corp” and, together with the Guarantors Company, the “Issuers”), the guarantor party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Supplemental Indenture. ___________________, _ (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $_____________________________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Indenture (Charter Communications, Inc. /Mo/)

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect wish to have this Note purchased by the Company pursuant to Section 4.10 411 or 4.15 415 of the Indenture, check the appropriate box belowbox: o. If you want to elect wish to have only part a portion of the this Note purchased by the Company pursuant to Section 4.10 411 or Section 4.15 415 of the Indenture, state the amount you elect to have purchased(in principal amount) below: $_______________ Date: _______________ Your Signature: (Sign exactly as your name appears on the face other side of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant Signatures must be guaranteed by an “eligible guarantor institution” meeting the requirements of the Note Registrar, which requirements include membership or participation in a recognized Signature Guarantee the Security Transfer Agent Medallion Program (“STAMP”) or such other signature guarantor acceptable to guarantee program” as may be determined by the Trustee)Note Registrar in addition to, or in substitution for, STAMP, all in accordance with the Securities Exchange Act of 1934, as amended. SCHEDULE OF EXCHANGES OF INTERESTS INCREASES OR DECREASES IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of increases or decreases in this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been made: Date of Exchange Amount of decrease decreases in Principal Amount of this Global Note Amount of increase increases in Principal Amount of this Global Note Principal Amount amount of this Global Note following such decrease (decreases or increase) increases Signature of authorized signatory of Trustee or Notes Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address blockC Form of Certificate of Beneficial Ownership On or after [ ], 20[ ] [XXXXX FARGO BANK, NATIONAL ASSOCIATION Xxxxx Fargo Bank, National Association, as Trustee and Note Registrar address block] — DAPS Reorg MAC N9303-121 000 0xx Xxxxxx Xxxxx Xxxxxxxxxxx, XX 00000 Telephone No.: (000) 000-0000 Fax No.: (000) 000-0000 Email: XXXXXxxxx@xxxxxxxxxx.xxx Re: 7.000% Senior Notes due 2029 Reference is hereby made to the Indenture, dated as of February 2, 2021 (the “Indenture”), among Viking Cruises Ltd, as issuer The Hertz Corporation (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Appears in 1 contract

Samples: Hertz Global Holdings Inc

OPTION OF HOLDER TO ELECT PURCHASE. If you want to elect to have this Note purchased by the Company Triumph pursuant to Section 4.10 (Asset Sale) or 4.15 4.14 (Change of Control) of the Indenture, check the appropriate box below: If you want to elect to have only part of the Note purchased by the Company Triumph pursuant to Section SECTION 4.10 or Section 4.15 4.14 of the Indenture, state the amount you elect to have purchased: $___________________ Date: _______________ Your Signature: (Sign exactly as your name appears on the face of this Note) Tax Identification No.: Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). SCHEDULE OF EXCHANGES OF INTERESTS IN THE REGULATION S TEMPORARY GLOBAL NOTE The following exchanges of a part of this Regulation S Temporary Global Note for an interest in another Global Note, or exchanges of a part of another Restricted Global Note for an interest in this Regulation S Temporary Global Note, have been madeYour Signature: Date of Exchange Amount of decrease in Principal Amount of this Global Note Amount of increase in Principal Amount of this Global Note Principal Amount of this Global Note following such decrease (or increase) Signature of authorized signatory of Trustee or Custodian EXHIBIT B FORM OF CERTIFICATE OF TRANSFER [Company address block] [Registrar address block] Re: 7.000% Senior Notes due 2029 Reference is hereby made to the Indenture, dated as of February 2, 2021 (the “Indenture”), among Viking Cruises Ltd, as issuer (the “Company”), the Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, (the “Transferor”) owns and proposes to transfer the Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the “Transfer”), to ___________________________ (Sign exactly as your name appears on the Note) Tax Identification Number:__________________ Signature guarantee:_______________ (Signature must be guaranteed by a participant in a recognized signature guarantee medallion program) CERTIFICATE TO BE DELIVERED UPON EXCHANGE OR REGISTRATION OF RESTRICTED NOTES Triumph Group, Inc. 000 Xxxxxxx Xxxx, Xxxxx 000 Berwyn, PA 19312 Attention: General Counsel U.S. Bank Trust Company, National Association Corporate Trust Services 00 X 00xx Xx, Xxxxx 0000 Mail Station: EX-PA-WBSP Philadelphia, PA 19102 Facsimile: (000) 000-0000 Attention: Xxxxxxx X. Xxxx Re: Triumph Group, Inc. 9.000% Senior Secured First Lien Notes due 2028 CUSIP # [ ] Reference is hereby made to that certain Indenture dated March 14, 2023 (the “TransfereeIndenture”) among Triumph Group, Inc. (“Triumph”), the Guarantors party thereto and U.S. Bank Trust Company, National Association, as further specified trustee (the “Trustee”). Capitalized terms used but not defined herein shall have the meanings set forth in Annex A heretothe Indenture. This certificate relates to $________ principal amount of Notes held in (check applicable space)______ book-entry or_______ definitive form by the undersigned. The undersigned ___________________ (transferor) (check one box below): ☐ hereby requests the Registrar to deliver in exchange for its beneficial interest in the Global Note held by the Depositary a Note or Notes in definitive, registered form of authorized denominations and an aggregate principal amount equal to its beneficial interest in such Global Note (or the portion thereof indicated above), in accordance with SECTION 2.6 of the Indenture; ☐ hereby requests the Trustee to exchange or register the transfer of a Note or Notes to _______________ (transferee). In connection with any transfer of any of the TransferNotes evidenced by this certificate occurring prior to the expiration of the periods referred to in Rule 144(d) under the Securities Act of 1933, as amended, the Transferor hereby certifies thatundersigned confirms that such Notes are being transferred in accordance with its terms: [CHECK ALL THAT APPLY]ONE BOX BELOW: ☐ (1) to Triumph or any of its subsidiaries, subject to SECTION 2.6 of the Indenture; or

Appears in 1 contract

Samples: Triumph Group Inc

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