Common use of Restricted Securities Legend Clause in Contracts

Restricted Securities Legend. Upon the transfer, exchange or replacement of Securities not bearing a Restricted Securities Legend, the Registrar shall deliver Securities that do not bear a Restricted Securities Legend unless such transferee is an affiliate (as defined in Rule 144A) of the Company. Upon the registration of transfer, exchange or replacement of Securities bearing a Restricted Securities Legend, the Registrar shall deliver only Securities that bear a Restricted Securities Legend unless there is delivered to the Registrar an Opinion of Counsel to the effect that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act.

Appears in 4 contracts

Samples: Lease Agreement (Clayton Williams Energy Inc /De), Indenture (Clayton Williams Energy Inc /De), Delta Petroleum Corp/Co

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Restricted Securities Legend. Upon the transfer, exchange or replacement of Securities not bearing a Restricted Securities Legend, the Registrar shall deliver Securities that do not bear a Restricted Securities Legend unless such transferee is an affiliate (as defined in Rule 144A) of the Company. Upon the registration of transfer, exchange or replacement of Securities bearing a Restricted Securities Legend, the Registrar shall deliver only Securities that bear a Restricted Securities Legend unless there is delivered to the Registrar an Opinion of Counsel to the effect that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act.

Appears in 3 contracts

Samples: Indenture (Plains Exploration & Production Co), Plains Resources Inc, Plains Exploration & Production Co L P

Restricted Securities Legend. Upon the registration of transfer, exchange or replacement of Securities not bearing a the Restricted Securities Legend, the Registrar shall deliver Securities that do not bear a the Restricted Securities Legend unless such transferee is an affiliate (as defined in Rule 144A) of the CompanyLegend. Upon the registration of transfer, exchange or replacement of Securities bearing a the Restricted Securities Legend, the Registrar shall deliver only Securities that bear a the Restricted Securities Legend unless either (i) there is delivered to the Registrar an Opinion of Counsel reasonably satisfactory to the Issuer, the Registrar and the Trustee to the effect that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act or (ii) such Security has been sold pursuant to an effective registration statement under the Securities Act.

Appears in 3 contracts

Samples: Indenture (Fibria Celulose S.A.), Indenture (Fibria Celulose S.A.), Indenture (Votorantim Pulp & Paper Inc)

Restricted Securities Legend. Upon the transfer, exchange or replacement of Securities not bearing a Restricted Securities Legend, the Registrar shall deliver Securities that do not bear a Restricted Securities Legend unless such transferee is an affiliate (as defined in Rule 144A) of the CompanyLegend. Upon the registration of transfer, exchange or replacement of Securities bearing a Restricted Securities Legend, the Registrar shall deliver only Securities that bear a Restricted Securities Legend unless such Securities are sold under an effective registration statement under the Securities Act or there is delivered to the Registrar an Opinion of Counsel to the effect that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act.

Appears in 2 contracts

Samples: Indenture (International Truck & Engine Corp), Dana Corp

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Restricted Securities Legend. Upon the registration of transfer, exchange or replacement of Securities not bearing a the Restricted Securities Legend, the Registrar shall deliver Securities that do not bear a the Restricted Securities Legend unless such transferee is an affiliate (as defined in Rule 144A) of the CompanyLegend. Upon the registration of transfer, exchange or replacement of Securities bearing a the Restricted Securities Legend, the Registrar shall deliver only Securities that bear a the Restricted Securities Legend unless either (i) there is delivered to the Registrar an Opinion of Counsel reasonably satisfactory to the Issuer, the Registrar and the Trustee to the effect that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act.Act or

Appears in 2 contracts

Samples: Indenture (Suzano Austria GmbH), Indenture (Suzano Austria GmbH)

Restricted Securities Legend. Upon the transfer, exchange or replacement of Securities not bearing a Restricted Securities Legend, the Registrar shall deliver Securities that do not bear a Restricted Securities Legend unless such transferee is an affiliate (as defined in Rule 144A) of the CompanyIssuer. Upon the registration of transfer, exchange or replacement of Securities bearing a Restricted Securities Legend, the Registrar shall deliver only Securities that bear a Restricted Securities Legend unless there is delivered to the Registrar an Opinion of Counsel to the effect that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act.

Appears in 1 contract

Samples: Indenture (Nuevo Permian Inc.)

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