Transfer and Exchange of Definitive Securities. When Definitive Securities are presented to the Registrar with a request to register the transfer of such Definitive Securities or to exchange such Definitive Securities for an equal principal amount of Definitive Securities of other authorized denominations, the Registrar shall register the transfer or make the exchange as requested if its reasonable requirements for such transaction are met; provided, however, that the Definitive Securities surrendered for transfer or exchange: (i) shall be duly endorsed or accompanied by a written instrument of transfer in form reasonably satisfactory to the Company and the Registrar, duly executed by the Holder thereof or such Holder's attorney duly authorized in writing; and (ii) are accompanied by the following additional information and documents, as applicable: (A) if such Definitive Securities are being delivered to the Registrar by a Holder for registration in the name of such Holder, without transfer, a certification from such Holder to that effect (in the form set forth on the reverse side of the Original Security); or (B) if such Definitive Securities are being transferred to the Company, a certification to that effect (in the form set forth on the reverse side of the Original Security).
Appears in 2 contracts
Sources: Indenture (Volume Services America Inc), Indenture (Volume Services America Holdings Inc)
Transfer and Exchange of Definitive Securities. When Definitive Securities are presented to the Registrar with a request request:
(1) to register the transfer of such Definitive Securities or or
(2) to exchange such Definitive Securities for an equal principal amount of Definitive Securities of other authorized denominations, the Registrar shall register the transfer or make the exchange as requested if its reasonable requirements for such transaction are met; provided, however, that the Definitive Securities surrendered for transfer or exchange:
(i) exchange shall be duly endorsed or accompanied by a written instrument of transfer in form reasonably satisfactory to the Company Issuers and the Registrar, duly executed by the Holder thereof or such Holder's his attorney duly authorized in writing; and
(ii) are accompanied by the following additional information and documents, as applicable:
(A1) if such Definitive Securities are being delivered to the Registrar by a Holder for registration in the name of such Holder, without transfer, a certification from such Holder to that effect (in the form set forth on the reverse side of the Original Initial Security); or
(B) if such Definitive Securities are being transferred to the Company, a certification to that effect (in the form set forth on the reverse side of the Original Security).;
Appears in 2 contracts
Sources: Indenture (Jones Group Inc), Indenture (JAG FOOTWEAR, ACCESSORIES & RETAIL Corp)
Transfer and Exchange of Definitive Securities. When Definitive Securities are presented to the Registrar or a co-registrar with a request request:
(i) to register the transfer of such Definitive Securities or Securities; or
(ii) to exchange such Definitive Securities for an equal principal amount of Definitive Securities of other authorized denominations, the Registrar or co-registrar shall register the transfer or make the exchange as requested if its reasonable requirements for such transaction are metrequested; provided, however, that the Definitive Securities surrendered for transfer or exchange:
(i1) shall be duly endorsed or accompanied by a written instrument of transfer in form reasonably satisfactory to the Company and the Registrartransfer, duly executed by the Holder thereof or such Holder's his attorney duly authorized in writing; and
(ii2) are being transferred, or exchanged pursuant to clause (A), (B) or (C) below, and are accompanied by the following additional information and documents, as applicable:
(A) if such Definitive Securities are being delivered to the Registrar by a Holder for registration in the name of such Holder, without transfer, a certification from such Holder to that effect (in the form set forth on the reverse side of the Original Security)effect; or
(B) if such Definitive Securities are being transferred to the CompanyIssuer, a certification to that effect; or
(C) if such Definitive Securities are being transferred to an Accredited Investor in a transaction exempt from the registration requirements of the Securities Act, (i) a certification to that effect (in the form of Exhibit C and (ii) if the Issuer so requests, an opinion of counsel or other evidence reasonably satisfactory to them as to the compliance with the restrictions set forth on in the reverse side of the Original Securitylegend set forth in Section 2.3(f).
Appears in 1 contract
Sources: Indenture (SFX Entertainment, INC)
Transfer and Exchange of Definitive Securities. When Definitive Securities are presented to the Registrar with a request request:
(i) to register the transfer of such Definitive Securities or Securities; or
(ii) to exchange such Definitive Securities for an equal principal amount of Definitive Securities of other authorized denominations, the Registrar shall register the transfer or make the exchange as requested if its reasonable requirements for such transaction are met; provided, however, that the Definitive Securities surrendered for transfer or exchange:
(i1) shall be duly endorsed or accompanied by a written instrument of transfer in form reasonably satisfactory to the Company and the Registrar, duly executed by the Holder thereof or such Holder's his attorney duly authorized in writing; and
(ii2) in the case of Transfer Restricted Securities, are accompanied by the following additional information and documents, as applicable:
(A) if such Definitive Securities are being delivered to the Registrar by a Holder for registration in the name of such Holder, without transfer, a certification from such Holder to that effect (in the form set forth on the reverse side of the Original Security); or
(B) if such Definitive Securities are being transferred to the Company, a certification to that effect (in the form set forth on the reverse side of the Original Security).
Appears in 1 contract
Sources: Indenture (Wki Holding Co Inc)