Restricted Physical Security definition

Restricted Physical Security means a Physical Security containing a Securities Act Legend.
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Restricted Physical Security means a Physical Security bearing the Private Placement Legend.
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Restricted Physical Security means any Restricted Security in permanent certificated form.
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Examples of Restricted Physical Security in a sentence

  • Any Physical Security issued upon exchange or transfer of an Unrestricted Physical Security that is issued to a Person that may be deemed to be an “underwriter” within the meaning of Section 1145 or an “affiliate” or a “control person” within the meaning of the Securities Act and any Physical Security issued upon exchange or transfer of a Restricted Physical Security may, in each case, bear the Transfer Restriction Legend and, in any event, shall be subject to all applicable restrictions on transfer.

  • An Unrestricted Physical Security cannot be exchanged for, or transferred to a Person who takes delivery thereof in the form of, a Restricted Physical Security.

  • Each Initial Global Security and, if applicable, each Restricted Physical Security shall bear the legend (the "Securities Act Legend") in substantially the following form: THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS EXCEPT AS SET FORTH IN THE FOLLOWING SENTENCE.

  • In connection with the Exchange of the Owner’s beneficial interest in a Restricted Global Security for a Restricted Physical Security with an equal principal amount, the Owner hereby certifies that the Restricted Physical Security is being acquired for the Owner’s own account without transfer.

  • Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Physical Security will be subject to the restrictions on transfer enumerated in the legend printed on the Restricted Global Security and/or the Restricted Physical Security and in the Indenture and the Securities Act.

  • Upon consummation of the proposed Exchange in accordance with the terms of the Indenture, the Restricted Physical Security issued will continue to be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Physical Security and in the Indenture and the Securities Act.

  • Each 144A Global Security and each Physical Security that constitutes a Restricted Physical Security shall bear the following legend (the “Private Placement Legend”) unless otherwise agreed by the Company and the Holder thereof: “THIS NOTE AND THE GUARANTEES ENDORSED HEREON HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”).

  • Each Initial Global Security and each Restricted Physical Security shall bear the legend (the "Securities Act Legend") in substantially the following form: "THIS NOTE (OR ITS PREDECESSOR) WAS ORIGINALLY ISSUED IN A TRANSACTION EXEMPT FROM REGISTRATION UNDER THE UNITED STATES SECURITIES ACT OF 1933 (THE "SECURITIES ACT"), AND THIS NOTE MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN APPLICABLE EXEMPTION THEREFROM.

  • Each Restricted Global Security and each Restricted Physical Security shall bear the legend (the "Securities Act Legend") in substantially the following form: THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS, EXCEPT AS SET FORTH BELOW.

  • Each Initial Global Security and each Restricted Physical Security shall bear the legend (the "Securities Act Legend") in substantially the --------------------- following form: THIS NOTE (OR ITS PREDECESSOR) WAS ORIGINALLY ISSUED IN A TRANSACTION EXEMPT FROM REGISTRATION UNDER THE UNITED STATES SECURITIES ACT OF 1933 (THE "SECURITIES ACT"), AND THIS NOTE MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN APPLICABLE EXEMPTION THEREFROM.


More Definitions of Restricted Physical Security

Restricted Physical Security means any Restricted U.S. Physical Security or any Restricted Offshore Physical Security.
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Restricted Physical Security means a Physical Security bearing the Private Placement Legend and guaranteed by the Guarantors.
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Related to Restricted Physical Security

  • Physical Security means permanent certificated Securities in registered non-global form issued in denominations of $1,000 principal amount and integral multiples in excess thereof.

  • Restricted Note has the same meaning as “Restricted Security” set forth in Rule 144(a)(3) promulgated under the Securities Act; provided that the Trustee shall be entitled to request and conclusively rely upon an Opinion of Counsel with respect to whether any Note is a Restricted Note.

  • Physical Securities has the meaning set forth in Section 2.01.

  • Restricted Global Security As defined in Section 3.01(c).

  • Restricted Certificated Note means a Certificated Note bearing the Private Placement Legend.

  • Unrestricted Certificated Security means a Certificated Security that is not a Transfer Restricted Security.

  • Restricted Security means a Note that constitutes a “Restricted Security” within the meaning of Rule 144(a)(3) under the Securities Act; provided, however, that the Trustee shall be entitled to request and conclusively rely on an Opinion of Counsel with respect to whether any Note constitutes a Restricted Security.

  • Unrestricted Notes means one or more Notes that do not and are not required to bear the Restricted Notes Legend including, without limitation, the Exchange Notes and any Notes registered under the Securities Act pursuant to and in accordance with the Registration Rights Agreement.

  • Restricted Notes means Initial Notes and Additional Notes bearing one of the restrictive legends described in Section 2.1(d).

  • Transfer-Restricted Security means any Security that constitutes a “restricted security” (as defined in Rule 144); provided, however, that such Security will cease to be a Transfer-Restricted Security upon the earliest to occur of the following events:

  • Restricted Notes Legend means the legend set forth in Section 2.2(f)(i) herein.

  • Certificated Note means a Note in registered individual form without interest coupons.

  • Unrestricted Global Security means a Global Security that is not a Restricted Security.

  • Transfer Restricted Note means any Note that bears or is required to bear the Restricted Notes Legend.

  • Restricted Global Note means a Global Note bearing the Private Placement Legend.

  • Rule 144A Global Security has the meaning specified in Section 2.1(a) of Appendix A.

  • Transfer Restricted Notes means Definitive Notes and any other Notes that bear or are required to bear the Restricted Notes Legend.

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

  • Restricted Global Certificate Has the meaning specified in Section 3.01(c).

  • Municipal security means a secu- rity that is a direct obligation of or issued by, or an obligation guaranteed as to principal or interest by, a State or any political subdivision thereof, or any agency or instrumentality of a State or any political subdivision thereof, or any municipal corporate in- strumentality of one or more States or political subdivisions thereof.

  • Regulation S Global Security The meaning specified in Section 3.01(c).

  • Regulation S Permanent Global Security means a permanent global Security in the form of Exhibit A-1 hereto bearing the Global Security Legend and the Private Placement Legend and deposited with or on behalf of and registered in the name of the Depositary or its nominee, issued in a denomination equal to the outstanding principal amount of the Regulation S Temporary Global Security upon expiration of the Restricted Period.

  • U.S. Physical Notes has the meaning provided in Section 2.01.

  • Transfer Restricted Global Notes means Global Notes that bear or are required to bear or are subject to the Restricted Notes Legend.

  • Book-Entry Capital Security means a Capital Security, the ownership and transfers of which shall be made through book entries by a Clearing Agency as described in Section 5.11.

  • Permitted Security means any Security: