Regulation S Temporary Global Notes definition

Regulation S Temporary Global Notes means the temporary global notes that contain the paragraphs referred to in footnote 1 to the form of the Note attached hereto as EXHIBIT A-2, and that are deposited with and registered in the name of the Depositary or its nominee, representing a series of Notes sold in reliance on Regulation S.

Regulation S Temporary Global Notes has the meaning provided in Section 2.01.

Regulation S Temporary Global Notes means the Regulation S Temporary Global Notes substantially in the form of Exhibit A-2.

Examples of Regulation S Temporary Global Notes in a sentence

• Beneficial interests in the Regulation S Temporary Global Notes may be held only through Euroclear or Clearstream.

• Simultaneously with the authentication of Regulation S Permanent Global Notes, the Trustee shall cancel the Regulation S Temporary Global Notes.

• The aggregate principal amount of the Regulation S Temporary Global Notes and the Regulation S Permanent Global Notes may from time to time be increased or decreased by adjustments made on the records of the Trustee and the Depositary or its nominee, as the case may be, in connection with transfers of interest as hereinafter provided.

• Notes offered and sold in reliance on Regulation S shall be issued initially in the form of one or more Regulation S Temporary Global Notes, which shall be deposited on behalf of the purchasers of the Notes represented thereby with the Registrar and Custodian for DTC and registered in the name of Cede & Co., the nominee of DTC, duly executed by the Company and authenticated by the Trustee as hereinafter provided.

• The provisions of the “Operating Procedures of the Euroclear System” and “Terms and Conditions Governing Use of Euroclear” and the “General Terms and Conditions of Clearstream Banking” and “Customer Handbook” of Clearstream shall be applicable to transfers of beneficial interests in the Regulation S Temporary Global Notes and the Regulation S Permanent Global Notes that are held by Participants through Euroclear or Clearstream.

More Definitions of Regulation S Temporary Global Notes

Regulation S Temporary Global Notes means any Regulation S Notes issued in the form of one or more global Notes that are subject to the Distribution Compliance Period.

Regulation S Temporary Global Notes means a temporary Global Note in registered form, substantially in the form of Exhibit A hereto, bearing the Global Note Legend, the Private Placement Legend and the Regulation S Temporary Global Notes Legend, which shall be deposited on behalf of the purchasers of the Notes represented thereby with the Trustee, as custodian for the Depositary, and registered in the name of the Depositary or the nominee of the Depositary for the accounts of designated agents holding on behalf of Euroclear or Clearstream, duly executed by the Company and authenticated by the Trustee as provided in this Indenture.

Regulation S Temporary Global Notes as custodian for the Depository, and registered in the name of the Depository or the nominee of the Depository for the accounts of designated agents holding on behalf of Euroclear or Clearstream, duly executed by the Company and authenticated by the Trustee as hereinafter provided and shall bear the legend set forth in Exhibit C. Following the termination of the Restricted Period, beneficial interests in a Regulation S Temporary Global Note will be exchanged for beneficial interests in a Regulation S Permanent Global Note (which shall be issued substantially in the form set forth in Exhibit A, deposited with the Trustee, as custodian for the Depository, and registered in the name of the Depository or the nominee of the Depository, duly executed by the Company and authenticated by the Trustee as hereinafter provided and shall bear the legend set forth in Exhibit C) pursuant to the Applicable Procedures and the Trustee will cancel the related Regulation S Temporary Global Note. The provisions of the “Operating Procedures of the Euroclear System” and “Terms and Conditions Governing Use of Euroclear” and the “General Terms and Conditions of Clearstream Banking” and “Customer Handbook” of Clearstream will be applicable to transfers of beneficial interests in the Regulation S Temporary Global Note and the Regulation S Permanent Global Note that are held by participants through Euroclear or Clearstream. Exchange Notes issued in exchange for a like principal amount of Initial Notes shall be issued initially in the form of one or more Global Notes, substantially in the form set forth in Exhibit B, deposited with the Trustee, as custodian for the Depository, and registered in the name of the Depository or the nominee of the Depository, duly executed by the Company and authenticated by the Trustee as hereinafter provided and shall bear the legend set forth in Exhibit C. The aggregate principal amount of any Global Note may from time to time be increased or decreased by adjustments made on the records of the Trustee, as custodian for DTC, as hereinafter provided. 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 Officer executing such Notes, as evidenced by their execution of such Notes.

Regulation S Temporary Global Notes. 2.01(i)(1) “Restricted Payment” 4.05(a)(5) “Reversion Date” 4.11 “Rule 144A Global Notes” 2.01(b) “Successor Company” 5.03(a)(1) “Suspension Event” 4.11 “Transfer Agent” 2.03(a) “Trustee” Preamble

Regulation S Temporary Global Notes. Exhibit A-1 “Relevant Taxing Jurisdiction” 4.13(a)(ii) “Registrar” 2.04(a)

Regulation S Temporary Global Notes has the meaning given to it in Section 2.1(a)(ii) of this Exhibit A-1.

Regulation S Temporary Global Notes is defined in SECTION 2.01(b).