Common use of Transfer and Exchange of Global Bonds Clause in Contracts

Transfer and Exchange of Global Bonds. A Global Bond may not be transferred as a whole except by the Depositary to a nominee of the Depositary, by a nominee of the Depositary to the Depositary or to another nominee of the Depositary, or by the Depositary or any such nominee to a successor Depositary or a nominee of such successor Depositary. All Global Bonds will be exchanged by the Company for Definitive Bonds if (i) the Company delivers to the Trustee written notice from the Depositary that it is unwilling or unable to continue to act as Depositary or that it is no longer a clearing agency registered under the Exchange Act and, in either case, a successor Depositary is not appointed by the Company within 120 days after the date of such notice from the Depositary or (ii) the Company in its sole discretion determines that the Global Bonds (in whole but not in part) should be exchanged for Definitive Bonds and delivers a written notice to such effect to the Trustee; PROVIDED that in no event shall a Regulation S Temporary Global Bond be exchanged by the Company for Definitive Bonds prior to (x) the expiration of the Restricted Period and (y) the receipt by the Registrar of any certificates required pursuant to Rule 903(c)(3)(ii)(B) under the Securities Act. Upon the occurrence of either of the preceding events in (i) or (ii) above, Definitive Bonds shall be issued in such names as the Depositary shall instruct the Trustee in writing. Global Bonds also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 and 2.10 hereof. Every Bond authenticated and delivered in exchange for, or in lieu of, a Global Bond or any portion thereof, pursuant to this Section 2.6 or Section 2.7 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Bond. A Global Bond may not be exchanged for another Bond other than as provided in this Section 2.6(a), however, beneficial interests in a Global Bond may be transferred and exchanged as provided in Section 2.6(b), (c) or (f) hereof.

Transfer and Exchange of Global Bonds. A Global Bond may not be transferred as a whole except by the Registered Depositary to a nominee of the Registered Depositary, by a nominee of the Registered Depositary to the Registered Depositary or to another nominee of the Registered Depositary, or by the Registered Depositary or any such nominee to a successor Registered Depositary or a nominee of such successor Registered Depositary. All Global Bonds will be exchanged by the Company Issuers for Definitive Bonds if (i) the Company delivers Issuers deliver to the Trustee written notice from the Registered Depositary that it is unwilling or unable to continue to act as Registered Depositary or that it is no longer a clearing agency registered under the Exchange Act and, in either case, a successor Registered Depositary is not appointed by the Company Issuers within 120 days after the date of such notice from the Depositary or Registered Depositary, (ii) the Company Issuers in its their sole discretion determines determine that the Global Bonds (in whole but not in part) should be exchanged for Definitive Bonds and delivers a written notice to such effect to the TrusteeTrustee or (iii) after the occurrence of an Event of Default, beneficial owners holding interests requesting an aggregate principal amount of Bonds of not less than 51% of the Bonds requested by the Global Bonds advise the Trustee through the Registered Depositary in writing that the continuation of a book-entry system through the Registered Depositary with respect to the Bonds is no longer in such owner's best interests; PROVIDED provided that in no event shall a the Regulation S Temporary Global Bond be exchanged by the Company Issuer for Definitive Bonds prior to (x) the expiration of the Restricted Period and (y) the receipt by the Security Registrar of any certificates required pursuant to Rule 903(c)(3)(ii)(B) under the Securities Act. Upon the occurrence of either any of the events in clauses (i) through (iii) of the preceding events in (i) or (ii) aboveparagraph, Definitive Bonds shall be issued in such names as the Depositary shall instruct the Trustee shall, by forwarding any notice received by the Trustee from the Funding Corporation or the Partnership, be deemed to have notified all Persons who hold a beneficial interest in writingthe Global Bond through participants in the Registered Depositary or indirect participants through participants in the Registered Depositary of the availability of definitive Bonds. Upon surrender by the Registered Depositary of the Global Bond and receipt of instructions for reregistration, the Security Registrar will exchange the Global Bond for an equal aggregate principal amount of definitive Bonds. Global Bonds also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 and 2.10 hereof. Every Bond authenticated and delivered in exchange for, or in lieu of, a Global Bond or any portion thereof, pursuant to this Section 2.6 2.9 or Section Sections 2.7 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Bond. A Global Bond may not be exchanged for another Bond other than as provided in this Section 2.6(a2.9(a), ; however, beneficial interests in a Global Bond may be transferred and exchanged as provided in Section 2.6(b2.9(b), (c) or (f) hereof.

Transfer and Exchange of Global Bonds. A Global Bond may not be transferred as a whole except by the Depositary to a nominee of the Depositary, by a nominee of the Depositary to the Depositary or to another nominee of the Depositary, or by the Depositary or any such nominee to a successor Depositary or a nominee of such successor Depositary. All Global Bonds will be exchanged by the Company for Definitive Certificated Bonds if (i) the Company delivers to the Corporate Trustee written notice from the Depositary that it is unwilling or unable to continue to act as Depositary or that it is no longer a clearing agency registered under the Exchange Act and, in either case, a successor Depositary is not appointed by the Company within 120 days after the date of such notice from the Depositary or Depositary; (ii) the Company in its sole discretion determines that the Global Bonds (in whole but not in part) should be exchanged for Definitive Certificated Bonds and delivers a written notice to such effect to the TrusteeCorporate Trustee or (iii) there shall have occurred and be continuing a Default with respect to the Bonds; PROVIDED provided that in no event shall a the Regulation S Temporary Global Bond be exchanged by the Company for Definitive Certificated Bonds prior to (x) the expiration of the Restricted Distribution Compliance Period and (y) the receipt by the Registrar of any certificates required pursuant to Rule 903(c)(3)(ii)(B) 903 under the Securities ActAct as the Registrar shall be advised by the Company. Upon the occurrence of either of the preceding events in (i), (ii) or (iiiii) above, Definitive Certificated Bonds shall be issued in such names as the Depositary shall instruct the Trustee in writingCorporate Trustee. Global Bonds also may be exchanged or replaced, in whole or in part, as provided in this Section 1.04 and pursuant to Sections 2.7 15 and 2.10 hereof16 of the Mortgage as heretofore amended and supplemented. Every Bond authenticated and delivered made available for delivery in exchange for, or in lieu of, a Global Bond or any portion thereof, pursuant to this Section 2.6 or Section 2.7 or 2.10 hereof1.04 and pursuant to Sections 15 and 16 of the Mortgage as heretofore amended and supplemented, shall be authenticated and delivered made available for delivery in the form of, and shall be, a Global Bond. A Global Bond may not be exchanged for another Bond other than as provided in this Section 2.6(a1.04(a), ; however, beneficial interests in a Global Bond may be transferred and exchanged as provided in Section 2.6(b), 1.04(b) or (c) or (f) hereof.

Transfer and Exchange of Global Bonds. A Global Bond may not be ------------------------------------- transferred as a whole except by the Registered Depositary to a nominee of the Registered Depositary, by a nominee of the Registered Depositary to the Registered Depositary or to another nominee of the Registered Depositary, or by the Registered Depositary or any such nominee to a successor Registered Depositary or a nominee of such successor Registered Depositary. All Global Bonds will be exchanged by the Company Issuer for Definitive Bonds if (i) the Company Issuer delivers to the Trustee written notice from the Registered Depositary that it is unwilling or unable to continue to act as Registered Depositary or that it is no longer a clearing agency registered under the Exchange Act and, in either case, a successor Registered Depositary is not appointed by the Company Issuer within 120 days after the date of such notice from the Depositary or Registered Depositary, (ii) the Company Issuer in its sole discretion determines that the Global Bonds (in whole but not in part) should be exchanged for Definitive Bonds and delivers a written notice to such effect to the TrusteeTrustee or (iii) after the occurrence of an Event of Default, beneficial owners holding interests representing an aggregate principal amount of Bonds of not less than 51% of the Bonds represented by the Global Bonds advise the Trustee through the Registered Depositary in writing that the continuation of a book-entry system through the Registered Depositary with respect to the Bonds is no longer in such owner's best interests; PROVIDED provided that -------- in no event shall a the Regulation S Temporary Global Bond be exchanged by the Company Issuer for Definitive Bonds prior to (x) the expiration of the Restricted Period and (y) the receipt by the Security Registrar of any certificates required pursuant to Rule 903(c)(3)(ii)(B903(b)(3)(ii)(B) under the Securities Act. Upon the occurrence of either any of the events in clauses (i) through (iii) of the preceding events in (i) or (ii) abovesentence, Definitive Bonds shall be issued in such names as the Depositary shall instruct the Trustee shall, by forwarding any notice received by the Trustee from the Issuer, be deemed to have notified all Persons who hold a beneficial interest in writingthe Global Bond through participants in the Registered Depositary or indirect participants through participants in the Registered Depositary of the availability of definitive Bonds. Upon surrender by the Registered Depositary of the Global Bond and receipt of instructions for re-registration, the Security Registrar will exchange the Global Bond for an equal aggregate principal amount of definitive Bonds. Global Bonds also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 and 2.10 hereof. Every Bond ------------ ---- authenticated and delivered in exchange for, or in lieu of, a Global Bond or any portion thereof, pursuant to this Section 2.6 2.9 or Section Sections 2.7 or 2.10 hereof, ----------- ------------ ---- shall be authenticated and delivered in the form of, and shall be, a Global Bond. A Global Bond may not be exchanged for another Bond other than as provided in this Section 2.6(a2.9(a), ; however, beneficial interests in a Global Bond -------------- may be transferred and exchanged as provided in Section 2.6(b2.9(b), (c) or (f) -------------- --- --- hereof.

Transfer and Exchange of Global Bonds. A Global Bond may not be transferred as a whole except by the Depositary to a nominee of the Depositary, by a nominee of the Depositary to the Depositary or to another nominee of the Depositary, or by the Depositary or any such nominee to a successor Depositary or a nominee of such successor Depositary. All Global Bonds will be exchanged by the Company for Definitive Bonds if (i) the Company or the Depositary delivers to the Trustee written notice from the Depositary that it is unwilling or unable to continue to act as Depositary or that it is no longer a clearing agency registered under the Exchange Act and, in either case, a successor Depositary is not appointed by the Company within 120 90 days after the date of such notice from the Depositary or (ii) the Company in its sole discretion determines that the Global Bonds (in whole but not in part) should be exchanged for Definitive Bonds and delivers a written notice to such effect to the Trustee; PROVIDED provided that in no event shall a the Regulation S Temporary Global Bond be exchanged by the Company for Definitive Bonds prior to (x) the expiration of the Restricted Period and (y) the receipt by the Registrar of any certificates required pursuant to Rule 903(c)(3)(ii)(B) under the Securities Act. Upon the occurrence of either of the preceding events described in (i) or (ii) above, Definitive Bonds shall be issued in such names as the Depositary shall instruct the Trustee in writingTrustee. Global Bonds also may be exchanged or replaced, in whole or in part, as provided in Sections 2.7 2.07 and 2.10 hereof. Every Except as otherwise provided in this Section 2.06(a) every Bond authenticated and delivered in exchange for, or in lieu of, a Global Bond or any portion thereof, pursuant to this Section 2.6 2.06 or Section 2.7 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Bond. A Global Bond may not be exchanged for another Bond other than as provided in this Section 2.6(a2.06(a), ; however, beneficial interests in a Global Bond may be transferred and exchanged as provided in Section 2.6(b), (c2.06(b),(c) or (f) hereof.