Common use of Registered Clause in Contracts

Registered. No. R-S- up to $[ ] ICON BRAND HOLDINGS LLC, a limited liability company formed under the laws of the State of Delaware, ICON DE INTERMEDIATE HOLDINGS LLC, a limited liability company formed under the laws of the State of Delaware, ICON DE HOLDINGS LLC, a limited liability company formed under the laws of the State of Delaware, and ICON NY HOLDINGS LLC, a limited liability company formed under the laws of the State of Delaware (herein referred to, collectively, as the “Co-Issuers”), for value received, hereby jointly and severally promise to pay to [ ] or registered assigns, up to the principal sum of [ ] DOLLARS ($[ ]) or such lesser amount as shall equal the portion of the Series 2012-1 Class A-1 Outstanding Principal Amount evidenced by this Note as provided in the Indenture and the Series 2012-1 Class A-1 Note Purchase Agreement. Payments of principal shall be payable in the amounts and at the times set forth in the Indenture described herein; provided, however, that the entire unpaid principal amount of this Note shall be due on January 25, 2043 (the “Series 2012-1 Legal Final Maturity Date”). Pursuant to the Series 2012-1 Class A-1 Note Purchase Agreement and the Series 2012-1 Supplement, the principal amount of this Note may be subject to Subfacility Increases or Subfacility Decreases on any Business Day during the Commitment Term, and principal with respect to the Series 2012-1 Class A-1 Notes may be paid earlier than the Series 2012-1 Legal Final Maturity Date as described in the Indenture. The Co-Issuers will pay interest on this Series 2012-1 Class A-1 Swingline Note (this “Note”) at the Series 2012-1 Class A-1 Note Rate for each Interest Period in accordance with the terms of the Indenture. Such amounts due on this Note will be payable in arrears on each Quarterly Payment Date, which will be on the 25th day (or, if such 25th day is not a Business Day, the next succeeding Business Day) of each January, April, July and October, commencing April 25, 2013 (each, a “Quarterly Payment Date”). Such amounts due on this Note will accrue for each Quarterly Payment Date with respect to (i) initially, the period from and including November 29, 2012 to but excluding April 25, 2013 and (ii) thereafter, the period commencing on and including the day that is two (2) Business Days prior to an Accounting Date and ending on but excluding the day that is two (2) Business Days prior to the next succeeding Accounting Date (each, an “Interest Period”). Such amounts due on

Appears in 1 contract

Sources: Series Supplement (Iconix Brand Group, Inc.)

Registered. No. R-S- A- up to $[ ] ICON BRAND HOLDINGS LLCSERIES 2019-1 VARIABLE FUNDING SENIOR NOTE, a limited liability company formed under the laws of the State of DelawareCLASS A-1 SUBCLASS: SERIES 2019-1 CLASS A-1 ADVANCE NOTE WENDY’S FUNDING, ICON DE INTERMEDIATE HOLDINGS LLC, a limited liability company formed under the laws of the State of Delaware, ICON DE HOLDINGS LLC, a limited liability company formed under the laws of the State of Delaware, and ICON NY HOLDINGS LLC, a limited liability company formed under the laws of the State of Delaware (herein referred to, collectively, to as the “Co-IssuersMaster Issuer”), for value received, hereby jointly and severally promise promises to pay to [ ] or registered assigns, up to the principal sum of [ ] DOLLARS ($[ ]) or such lesser amount as shall equal the portion of the Series 20122019-1 Class A-1 Outstanding Principal Amount evidenced by this Note as provided in the Indenture and the Series 20122019-1 Class A-1 Note Purchase Agreement. Payments of principal shall be payable in the amounts and at the times set forth in the Indenture described herein; provided, however, that the entire unpaid principal amount of this Note shall be due on January 25, 2043 the Quarterly Payment Date occurring in June 2049 (the “Series 20122019-1 Legal Final Maturity Date”). Pursuant to the Series 20122019-1 Class A-1 Note Purchase Agreement and the Series 20122019-1 Supplement, the principal amount of this Note may be subject to Subfacility Increases or Subfacility Decreases on any Business Day during the Series 2019-1 Class A-1 Commitment Term, and principal with respect to the Series 20122019-1 Class A-1 Notes may be paid earlier than the Series 20122019-1 Legal Final Maturity Date as described in the Indenture. The Co-Issuers Master Issuer will pay interest on this Series 20122019-1 Class A-1 Swingline Advance Note (this “Note”) at the Series 20122019-1 Class A-1 Note Rate for each Interest Accrual Period in accordance with the terms of the Indenture. Such amounts due on this Note will be payable in arrears on each Quarterly Payment Date, which will be on the 25th 15th day (or, if such 25th day date is not a Business Day, the next succeeding Business Day) of each JanuaryMarch, AprilJune, July September and OctoberDecember, commencing April 25on September 16, 2013 2019 (each, a “Quarterly Payment Date”). Such amounts due on this Note will accrue for each Quarterly Payment Date with respect to (i) initially, the period from and including November 29, 2012 the Closing Date to but excluding April 25, 2013 the first day of the first Quarterly Fiscal Period and (ii) thereafter, the period commencing on and including the first day that is two (2) Business Days prior to an Accounting Date of a Quarterly Fiscal Period and ending on but excluding the first day that is two (2) Business Days prior to of the next succeeding Accounting Date immediately following Quarterly Fiscal Period (each, an “Interest Accrual Period”). Such amounts due onon this Note (and interest on any defaulted payments of amounts due on this Note at the same rate) will be computed in accordance with the Indenture. In addition, under the circumstances set forth in the Indenture, the Master Issuer shall also pay contingent interest on this Note at the Series 2019-1 Class A-1 Post-Renewal Date Contingent Interest Rate, and such contingent interest shall be computed and shall be payable in the amounts and at the times set forth in the Indenture. In addition to and not in limitation of the foregoing and the provisions of the Indenture and the Series 2019-1 Class A-1 Note Purchase Agreement, the Master Issuer further agrees to pay to the holder of this Note such holder’s portion of the other fees, costs and expense reimbursements, indemnification amounts and other amounts, if any, due and payable in accordance with the Indenture and the Series 2019-1 Class A-1 Note Purchase Agreement. The holder of this Note is authorized to endorse on the schedules annexed hereto and made a part hereof or on a continuation thereof, which shall be attached hereto and made a part hereof, the date and amount of each Increase and Decrease with respect thereto and the Series 2019-1 Class A-1 Note Rate applicable thereto. Each such endorsement shall constitute prima facie evidence of the accuracy of the information endorsed. The failure to make any such endorsement or any error in any such endorsement shall not affect the obligations of the Master Issuer in respect of the Series 2019-1 Class A-1 Outstanding Principal Amount. The amounts due on this Note are payable in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts. All payments made by the Master Issuer with respect to this Note shall be applied as provided in the Indenture. This Note is subject to mandatory and optional prepayment as set forth in the Indenture. Reference is made to the further provisions of this Note set forth on the reverse hereof, which shall have the same effect as though fully set forth on the face of this Note. Although a summary of certain provisions of the Indenture is set forth below and on the reverse hereof and made a part hereof, this Note does not purport to summarize the Indenture and reference is made to the Indenture for information with respect to the interests, rights, benefits, obligations, proceeds and duties evidenced hereby and the rights, duties and obligations of the Master Issuer and the Trustee. A copy of the Indenture may be requested from the Trustee by writing to the Trustee at: Citibank, N.A., ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇, Attention: Citibank Agency & Trust – ▇▇▇▇▇’s Funding, LLC. To the extent not defined herein, the capitalized terms used herein have the meanings ascribed to them in the Indenture. In the event of any inconsistency between the provisions of this Note and the Indenture, the provisions of the Indenture shall govern. Subject to the next following paragraph, the Master Issuer hereby certifies and declares that all acts, conditions and things required to be done and performed and to have happened prior to the creation of this Note and to constitute it as the valid obligation of the Master Issuer enforceable in accordance with its terms, have been done and performed and have happened in due compliance with all applicable laws and in accordance with the terms of the Indenture. Unless the certificate of authentication hereon has been executed by the Trustee whose name appears below by manual signature, this Note shall not be entitled to any benefit under the Indenture referred to on the reverse hereof, or be valid or obligatory for any purpose.

Appears in 1 contract

Sources: Series Supplement (Wendy's Co)

Registered. No. R-S- A- up to $[ ] ICON BRAND HOLDINGS LLC, a limited liability company formed under the laws of the State of Delaware, ICON DE INTERMEDIATE HOLDINGS LLC, a limited liability company formed under the laws of the State of Delaware, ICON DE HOLDINGS LLC, a limited liability company formed under the laws of the State of Delaware, and ICON NY HOLDINGS LLC, a limited liability company formed under the laws of the State of Delaware (herein referred to, collectively, as the “Co-Issuers”), for value received, hereby jointly and severally promise to pay to [ ] or registered assigns, up to the principal sum of [ ] DOLLARS ($[ ]) or such lesser amount as shall equal the portion of the Series 2012-1 Class A-1 Outstanding Principal Amount evidenced by this Note as provided in the Indenture and the Series 2012-1 Class A-1 Note Purchase Agreement. Payments of principal shall be payable in the amounts and at the times set forth in the Indenture described herein; provided, however, that the entire unpaid principal amount of this Note shall be due on January 25, 2043 (the “Series 2012-1 Legal Final Maturity Date”). Pursuant to the Series 2012-1 Class A-1 Note Purchase Agreement and the Series 2012-1 Supplement, the principal amount of this Note may be subject to Subfacility Increases or Subfacility Decreases on any Business Day during the Commitment Term, and principal with respect to the Series 2012-1 Class A-1 Notes may be paid earlier than the Series 2012-1 Legal Final Maturity Date as described in the Indenture. The Co-Issuers will pay interest on this Series 2012-1 Class A-1 Swingline Advance Note (this “Note”) at the Series 2012-1 Class A-1 Note Rate for each Interest Period in accordance with the terms of the Indenture. Such amounts due on this Note will be payable in arrears on each Quarterly Payment Date, which will be on the 25th day (or, if such 25th day is not a Business Day, the next succeeding Business Day) of each January, April, July and October, commencing April 25, 2013 (each, a “Quarterly Payment Date”). Such amounts due on this Note will accrue for each Quarterly Payment Date with respect to (i) initially, the period from and including November 29, 2012 to but excluding April 25, 2013 and (ii) thereafter, the period commencing on and including the day that is two (2) Business Days prior to an Accounting Date and ending on but excluding the day that is two (2) Business Days prior to the next succeeding Accounting Date (each, an “Interest Period”). Such amounts due on this Note (and interest on

Appears in 1 contract

Sources: Series Supplement (Iconix Brand Group, Inc.)

Registered. No. R-S- up to $[ ] ICON BRAND HOLDINGS DOMINO’S PIZZA MASTER ISSUER LLC, a limited liability company formed under the laws of the State of Delaware, ICON DE INTERMEDIATE HOLDINGS LLCDOMINO’S SPV CANADIAN HOLDING COMPANY INC., a limited liability company formed corporation incorporated under the laws of the State of Delaware, ICON DE HOLDINGS DOMINO’S PIZZA DISTRIBUTION LLC, a limited liability company formed under the laws of the State of Delaware, and ICON NY HOLDINGS DOMINO’S IP HOLDER LLC, a limited liability company formed under the laws of the State of Delaware (herein referred to, collectively, as the “Co-Issuers”), for value received, hereby jointly and severally promise to pay to [ ] or registered assigns, up to the principal sum of [ ] DOLLARS ($[ ]) or such lesser amount as shall equal the portion of the Series 20122021-1 Class A-1 Outstanding Principal Amount evidenced by this Note as provided in the Indenture and the Series 20122021-1 Class A-1 Note Purchase Agreement. Payments of principal shall be payable in the amounts and at the times set forth in the Indenture described herein; provided, however, that the entire unpaid principal amount of this Note shall be due on January April 25, 2043 2051 (the “Series 20122021-1 Legal Final Maturity Date”). Pursuant to the Series 20122021-1 Class A-1 Note Purchase Agreement and the Series 20122021-1 Supplement, the principal amount of this Note may be subject to Subfacility Increases or Subfacility Decreases on any Business Day during the Commitment Term, and principal with respect to the Series 20122021-1 Class A-1 Notes may be paid earlier than the Series 20122021-1 Legal Final Maturity Date as described in the Indenture. The Co-Issuers will pay interest on this Series 20122021-1 Class A-1 Swingline Note (this “Note”) at the Series 20122021-1 Class A-1 Note Rate for each Interest Period in accordance with the terms of the Indenture. Such amounts due on this Note will be payable in arrears on each Quarterly Payment Date, which will be on the 25th day (or, if such 25th day is not a Business Day, the next succeeding Business Day) of each January, April, July and October, commencing April 25July 26, 2013 2021 (each, a “Quarterly Payment Date”). Such amounts due on this Note will accrue for each Quarterly Payment Date with respect to (i) initially, the period from and including November 29April 16, 2012 2021 to but excluding April 25, 2013 the day that is two (2) Business Days prior to the first Accounting Date and (ii) thereafter, the any period commencing on and including the day that is two (2) Business Days prior to an Accounting Date and ending on but excluding the day that is two (2) Business Days prior to the next succeeding Accounting Date (each, an “Interest Period”). Such amounts due onon this Note (and interest on any defaulted payments of amounts due on this Note at the same rate) will be computed in accordance with the Indenture. In addition, under the circumstances set forth in the Indenture, the Co-Issuers shall also pay contingent interest on this Note at the Series 2021-1 Class A-1 Post-Renewal Date Contingent Interest Rate, and such contingent interest shall be computed and shall be payable in the amounts and at the times set forth in the Indenture. In addition to and not in limitation of the foregoing and the provisions of the Indenture and the Series 2021-1 Class A-1 Note Purchase Agreement, the Co-Issuers further jointly and severally agree to pay to the holder of this Note such holder’s portion of the other fees, costs and expense reimbursements, indemnification amounts and other amounts, if any, due and payable in accordance with the Indenture and the Series 2021-1 Class A-1 Note Purchase Agreement. The holder of this Note is authorized to endorse on the schedules annexed hereto and made a part hereof or on a continuation thereof which shall be attached hereto and made a part hereof the date and amount of each Subfacility Increase and Subfacility Decrease with respect thereto and the Series 2021-1 Class A-1 Note Rate applicable thereto. Each such endorsement shall constitute prima facie evidence of the accuracy of the information endorsed. The failure to make any such endorsement or any error in any such endorsement shall not affect the obligations of the Co-Issuers in respect of the Series 2021-1 Class A-1 Outstanding Principal Amount. The amounts due on this Note are payable in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts. All payments made by the Co-Issuers with respect to this Note shall be applied as provided in the Indenture. This Note is subject to mandatory and optional prepayment as set forth in the Indenture. Reference is made to the further provisions of this Note set forth on the reverse hereof, which shall have the same effect as though fully set forth on the face of this Note. Although a summary of certain provisions of the Indenture is set forth below and on the reverse hereof and made a part hereof, this Note does not purport to summarize the Indenture and reference is made to the Indenture for information with respect to the interests, rights, benefits, obligations, proceeds and duties evidenced hereby and the rights, duties and obligations of the Co-Issuers and the Trustee. A copy of the Indenture may be requested from the Trustee by writing to the Trustee at: Citibank, N.A., ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇, Attention: Agency & Trust — Domino’s Pizza Master Issuer LLC. To the extent not defined herein, the capitalized terms used herein have the meanings ascribed to them in the Indenture. Subject to the next following paragraph, the Co-Issuers hereby certify and declare that all acts, conditions and things required to be done and performed and to have happened prior to the creation of this Note and to constitute it as the valid obligation of the Co-Issuers enforceable in accordance with its terms, have been done and performed and have happened in due compliance with all applicable laws and in accordance with the terms of the Indenture. Unless the certificate of authentication hereon has been executed by the Trustee whose name appears below by manual signature, this Note shall not be entitled to any benefit under the Indenture referred to on the reverse hereof, or be valid or obligatory for any purpose.

Appears in 1 contract

Sources: Series 2021 1 Supplement (Dominos Pizza Inc)

Registered. No. R-S- up to $[ ] ICON BRAND HOLDINGS LLCSERIES 2019-1 VARIABLE FUNDING SENIOR NOTE, a limited liability company formed under the laws of the State of DelawareCLASS A-1 SUBCLASS: SERIES 2019-1 CLASS A-1 SWINGLINE NOTE WENDY’S FUNDING, ICON DE INTERMEDIATE HOLDINGS LLC, a limited liability company formed under the laws of the State of Delaware, ICON DE HOLDINGS LLC, a limited liability company formed under the laws of the State of Delaware, and ICON NY HOLDINGS LLC, a limited liability company formed under the laws of the State of Delaware (herein referred to, collectively, to as the “Co-IssuersMaster Issuer”), for value received, hereby jointly and severally promise promises to pay to [ ] or registered assigns, up to the principal sum of [ ] DOLLARS ($[ ]) or such lesser amount as shall equal the portion of the Series 20122019-1 Class A-1 Outstanding Principal Amount evidenced by this Note as provided in the Indenture and the Series 20122019-1 Class A-1 Note Purchase Agreement. Payments of principal shall be payable in the amounts and at the times set forth in the Indenture described herein; provided, however, that the entire unpaid principal amount of this Note shall be due on January 25, 2043 the Quarterly Payment Date occurring in June 2049 (the “Series 20122019-1 Legal Final Maturity Date”). Pursuant to the Series 20122019-1 Class A-1 Note Purchase Agreement and the Series 20122019-1 Supplement, the principal amount of this Note may be subject to Subfacility Increases or Subfacility Decreases on any Business Day during the Series 2019-1 Class A-1 Commitment Term, and principal with respect to the Series 20122019-1 Class A-1 Notes may be paid earlier than the Series 20122019-1 Legal Final Maturity Date as described in the Indenture. The Co-Issuers Master Issuer will pay interest on this Series 20122019-1 Class A-1 Swingline Note (this “Note”) at the Series 20122019-1 Class A-1 Note Rate for each Interest Accrual Period in accordance with the terms of the Indenture. Such amounts due on this Note will be payable in arrears on each Quarterly Payment Date, which will be on the 25th 15th day (or, if such 25th day date is not a Business Day, the next succeeding Business Day) of each JanuaryMarch, AprilJune, July September and OctoberDecember, commencing April 25on September 16, 2013 2019 (each, a “Quarterly Payment Date”). Such amounts due on this Note will accrue for each Quarterly Payment Date with respect to (i) initially, the period from and including November 29, 2012 the Closing Date to but excluding April 25, 2013 the first day of the first Quarterly Fiscal Period and (ii) thereafter, the period commencing on and including the first day that is two (2) Business Days prior to an Accounting Date of a Quarterly Fiscal Period and ending on but excluding the first day that is two (2) Business Days prior to of the next succeeding Accounting Date immediately following Quarterly Fiscal Period (each, an “Interest Accrual Period”). Such amounts due onon this Note (and interest on any defaulted payments of amounts due on this Note at the same rate) will be computed in accordance with the Indenture. In addition, under the circumstances set forth in the Indenture, the Master Issuer shall also pay contingent interest on this Note at the Series 2019-1 Class A-1 Post-Renewal Date Contingent Interest Rate, and such contingent interest shall be computed and shall be payable in the amounts and at the times set forth in the Indenture. In addition to and not in limitation of the foregoing and the provisions of the Indenture and the Series 2019-1 Class A-1 Note Purchase Agreement, the Master Issuer further agrees to pay to the holder of this Note such holder’s portion of the other fees, costs and expense reimbursements, indemnification amounts and other amounts, if any, due and payable in accordance with the Indenture and the Series 2019-1 Class A-1 Note Purchase Agreement. The holder of this Note is authorized to endorse on the schedules annexed hereto and made a part hereof or on a continuation thereof, which shall be attached hereto and made a part hereof, the date and amount of each Subfacility Increase and Subfacility Decrease with respect thereto and the Series 2019-1 Class A-1 Note Rate applicable thereto. Each such endorsement shall constitute prima facie evidence of the accuracy of the information endorsed. The failure to make any such endorsement or any error in any such endorsement shall not affect the obligations of the Master Issuer in respect of the Series 2019-1 Class A-1 Outstanding Principal Amount. The amounts due on this Note are payable in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts. All payments made by the Master Issuer with respect to this Note shall be applied as provided in the Indenture. This Note is subject to mandatory and optional prepayment as set forth in the Indenture. Reference is made to the further provisions of this Note set forth on the reverse hereof, which shall have the same effect as though fully set forth on the face of this Note. Although a summary of certain provisions of the Indenture is set forth below and on the reverse hereof and made a part hereof, this Note does not purport to summarize the Indenture and reference is made to the Indenture for information with respect to the interests, rights, benefits, obligations, proceeds and duties evidenced hereby and the rights, duties and obligations of the Master Issuer and the Trustee. A copy of the Indenture may be requested from the Trustee by writing to the Trustee at: Citibank, N.A., ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇, Attention: Citibank Agency & Trust – ▇▇▇▇▇’s Funding, LLC. To the extent not defined herein, the capitalized terms used herein have the meanings ascribed to them in the Indenture. In the event of any inconsistency between the provisions of this Note and the Indenture, the provisions of the Indenture shall govern. Subject to the next following paragraph, the Master Issuer hereby certifies and declares that all acts, conditions and things required to be done and performed and to have happened prior to the creation of this Note and to constitute it as the valid obligation of the Master Issuer enforceable in accordance with its terms, have been done and performed and have happened in due compliance with all applicable laws and in accordance with the terms of the Indenture. Unless the certificate of authentication hereon has been executed by the Trustee whose name appears below by manual signature, this Note shall not be entitled to any benefit under the Indenture referred to on the reverse hereof, or be valid or obligatory for any purpose.

Appears in 1 contract

Sources: Series Supplement (Wendy's Co)