Offshore Notes definition

Offshore Notes means each of the Class A-1 Notes and the Class A-2 Notes.
Offshore Notes has the meaning provided in Section 2.01.
Offshore Notes. For the purposes of Section 2.08 (a) and (b), Restricted Notes shall include Offshore Notes other than Offshore Notes that become Unrestricted Notes pursuant to Section 2.08(d) or (h). The Definitive Notes shall be typed, printed, lithographed or engraved or produced by any combination of these methods or may be produced in any other manner permitted by the rules of any securities exchange on which the Notes may be listed, all as determined by the Officers executing such Notes, as evidenced by their execution of such Notes.

Examples of Offshore Notes in a sentence

  • Specific risks relating to Offshore Notes denominated in RMB and Notes linked to Offshore RMB and traded outside the PRC Notes denominated and/or settled in Renminbi (the RMB Notes) may be issued under the Programme.

  • For a description of further restrictions on offers and sales of the Offshore Notes, see Section 25 (“Plan of Distribution”).

  • The conditions of the Offshore Notes will be as set out in the Master Trust Deed, the Conditions, the Note Trust Deed and this Supplementary Terms Notice.

  • The Note Trustee has no responsibility for any statement or information in or omission from any information memorandum, prospectus, offering circular, advertisement, circular or other document issued by or on behalf of the Trustee or Manager, including in connection with the issue of Offshore Notes.

  • The powers conferred upon the Note Trustee by this deed shall be in addition to any powers which may from time to time be vested in the Note Trustee by the general law or as a holder of any of the Offshore Notes.

  • Subject to this Master Trust Deed and the relevant Supplementary Terms Notice and (in respect of the Offshore Notes) the Note Trust Deed and Conditions, there shall be no restriction on the transfer of Notes.

  • Each purchaser of Offshore Notes should inform itself about and observe any restrictions which apply in respect of any jurisdiction in which it purchases, offers or sells Offshore Notes or possesses or distributes this Offering Circular or any part of it.

  • Subject to the other provisions of this agreement, no party may assign or transfer any of its rights or obligations under this agreement without the prior written consent of the other parties, or if the rating of any Offshore Notes would be withdrawn or reduced as a result of the assignment, except for the creation of a charge by the Trustee under the Security Trust Deed.

  • Despite any other provision of this Supplementary Terms Notice and the Master Trust Deed, Condition 8 of the Offshore Notes applies to all amounts payable in relation to any Offshore Note.

  • The Manager shall provide each Paying Agent with any forms and such other information reasonably required by that Paying Agent in connection with any withholding Tax imposed on any payment under the Offshore Notes.


More Definitions of Offshore Notes

Offshore Notes means, as the context requires, the Class A-1 Notes and/or the Class A-3
Offshore Notes has the meaning set out in the Agency Agreement.
Offshore Notes means any promissory notes of Offshore Borrower issued pursuant to subsection 2.1E to evidence the Offshore Loan Commitments and Offshore Loan of any Offshore Lender, substantially in the form of Exhibit VI annexed hereto, as they may be amended, supplemented or otherwise modified from time to time.
Offshore Notes means the Class A-1 Notes and the Class A-3 Notes.

Related to Offshore Notes

  • Offshore Physical Notes has the meaning provided in Section 2.01.

  • Rule 144A Notes means all Notes offered and sold to QIBs in reliance on Rule 144A.

  • Offshore Global Note means a Global Note representing Notes issued and sold pursuant to Regulation S.

  • Restricted Notes means any Note for which no Debt-For-Tax Opinion has been rendered on or after the later of (i) the Closing Date and (ii) the most recent date on which such Note was beneficially owned by the Issuer or the single beneficial owner of the Issuer for United States federal income tax purposes.

  • Rule 144A Global Notes has the meaning set forth in Section 2.16.

  • Exchange Notes means the Notes issued in the Exchange Offer pursuant to Section 2.06(f) hereof.

  • 2011 Notes means those certain notes issued pursuant to the Note Purchase Agreement dated as of March 22, 2011 among the Company and the purchasers named in Schedule A thereto.

  • Permitted Notes means (i) unsecured senior or senior subordinated debt securities of the Borrower, (ii) debt securities of the Borrower that are secured by a Lien on the Collateral ranking junior to the Liens securing the Obligations pursuant to a Second Lien Intercreditor Agreement or (iii) debt securities of the Borrower that are secured by a Lien ranking pari passu with the Liens securing the Obligations pursuant to a First Lien Intercreditor Agreement; provided that (a) in the case of debt securities issued in reliance on Section 7.03(s)(iii), such debt securities are issued for cash consideration, (b) the terms of such debt securities do not provide for any scheduled repayment, mandatory redemption or sinking fund obligations prior to the Maturity Date of the Term Facility (other than customary offers to repurchase upon a change of control, asset sale or event of loss and customary acceleration rights after an event of default), (c) the covenants, events of default, guarantees, collateral and other terms of which (other than interest rate and redemption premiums), taken as a whole, are not more restrictive to the Borrower and the Restricted Subsidiaries than those in this Agreement; provided that a certificate of a Responsible Officer of the Borrower delivered to the Administrative Agent at least three Business Days (or such shorter period as the Administrative Agent may reasonably agree) prior to the incurrence of such debt securities, together with a reasonably detailed description of the material terms and conditions of such debt securities or drafts of the documentation relating thereto, stating that the Borrower has determined in good faith that such terms and conditions satisfy the foregoing requirement shall be conclusive evidence that such terms and conditions satisfy the foregoing requirement, (d) at the time that any such Permitted Notes are issued (and after giving effect thereto) no Event of Default shall exist, (e) the Borrower shall be in compliance with the covenants set forth in Section 7.11 determined on a Pro Forma Basis as of the last day of the most recently ended Test Period for which financial statements were required to have been delivered pursuant to Section 6.01(a) or (b), as applicable (or if no Test Period cited in Section 7.11 has passed, the covenants in Section 7.11 for the first Test Period cited in such Section shall be satisfied as of the last four quarters ended), in each case, as if such Permitted Notes had been outstanding on the last day of such four quarter period, and (f) no Subsidiary of the Borrower (other than a Guarantor) shall be an obligor and no Permitted Notes shall be secured by any collateral other than the Collateral.

  • Original Notes means the Initial Notes and any Exchange Notes issued in exchange therefor.

  • Rule 144A Securities means all Initial Securities offered and sold to QIBs in reliance on Rule 144A.

  • Regulation S Securities means all Initial Securities offered and sold outside the United States in reliance on Regulation S.

  • QIBs means qualified institutional buyers as defined in Rule 144A.

  • Offshore Transaction Any “offshore transaction” as defined in Rule 902(h) of Regulation S.

  • Offshore facility ’ means any facility of any kind located in, on, or under any of the navigable waters of the United States, and any facility of any kind which is subject to the ju- risdiction of the United States and is located in, on, or under any other waters, other than a vessel or a public vessel;

  • 2014 Notes means (i) the 4.850% Senior Secured Notes due 2024 issued by the Issuer on March 18, 2014 and (ii) the 4.45% Senior Secured Notes due 2025 and the 5.45% Senior Secured Notes due 2034 issued by the Issuer on August 21, 2014.

  • Fundserv Notes means Notes purchased through Fundserv.

  • Regulation S Global Notes has the meaning set forth in Section 2.16.

  • 2019 Notes has the meaning set forth in the definition of “2018 Exchange Offers”.

  • B Notes means each of Note B-1 and Note B-2.

  • A Notes means each Note that has a designation starting with “A”, either individually or in the aggregate as the context may require.

  • Rule 144A Global Note has the meaning assigned to it in Section 2.1(d).

  • 2016 Notes means the aggregate principal amount of US$460,000,000 of 4.25% Convertible Senior Notes Due 2016 issued pursuant to the 2016 Note Indenture.

  • Class E Notes has the meaning assigned to such term in the Indenture.

  • 2015 Notes means the 8.375% senior notes due 2015 in the principal amounts of $615 million and €500 million issued pursuant to the 2015 Notes Indenture.

  • MAC Notes The Classes of Modifiable And Combinable STACR® Notes shown on

  • Subordinated Notes means the Initial Notes and the Exchange Notes and, more particularly, any Subordinated Note authenticated and delivered under this Indenture, including those Subordinated Notes issued or authenticated upon transfer, replacement or exchange.