Offshore Transaction definition

Offshore Transaction. Any “offshore transaction” as defined in Rule 902(h) of Regulation S.
Offshore Transaction means “offshore transaction” as that term is defined in Regulation S;
Offshore Transaction. UNITED STATES" AND "U.S. PERSON" HAVE THE MEANINGS GIVEN TO THEM BY REGULATION S UNDER THE SECURITIES ACT. THE PASS THROUGH TRUST AGREEMENT CONTAINS A PROVISION REQUIRING THE TRUSTEE TO REFUSE TO REGISTER ANY TRANSFER OF THIS CERTIFICATE IN VIOLATION OF THE FOREGOING RESTRICTIONS. Each Global Certificate shall bear the following legend on the face thereof: UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION ("DTC"), TO THE TRUSTEE OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IN EXCHANGE FOR THIS CERTIFICATE IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT HEREON IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN. TRANSFERS OF THIS GLOBAL CERTIFICATE SHALL BE LIMITED TO TRANSFERS IN WHOLE, BUT NOT IN PART, TO NOMINEES OF DTC OR TO A SUCCESSOR THEREOF OR SUCH SUCCESSOR'S NOMINEE AND TRANSFERS OF PORTIONS OF THIS GLOBAL CERTIFICATE SHALL BE LIMITED TO TRANSFERS MADE IN ACCORDANCE WITH THE RESTRICTIONS SET FORTH IN SECTIONS 3.05 AND 3.06 OF THE PASS THROUGH TRUST AGREEMENT REFERRED TO HEREIN.

Examples of Offshore Transaction in a sentence

  • A Security may be transferred only to the Depositary or to another Person if both (i) such Person is a Qualified Purchaser and (ii) such transfer is (x) to a Qualified Institutional Buyer in compliance with Rule 144A, (y) in an Offshore Transaction (as defined in Rule 9012) in compliance with Rule 903 or Rule 904, or (z) to an Institutional Accredited Investor in a private placement.

  • Notes may not be offered, sold, pledged or otherwise transferred except (i) in an "Offshore Transaction" (as such term is defined under Regulation S) and (ii) to or for the account or benefit of a Permitted Transferee.

  • Consequently, the Indian Tax Authority had no territorial tax jurisdiction to tax the said Offshore Transaction.

  • The said Offshore Transaction was between HTIL (a Cayman Islands company) and VIH (a company incorporated in Netherlands).

  • The said Offshore Transaction evidences participative investment and not a sham or tax avoidant preordained transaction.


More Definitions of Offshore Transaction

Offshore Transaction. The meaning specified in Regulation S.
Offshore Transaction means an "offshore transaction" as that term is defined in Rule 902(h) of Regulation S;
Offshore Transaction. UNITED STATES" AND "U.S. PERSON" HAVE THE MEANINGS GIVEN TO THEM BY RULE 902 OF REGULATION S UNDER THE SECURITIES ACT. THE INDENTURE CONTAINS A PROVISION REQUIRING THE TRUSTEE TO REFUSE TO REGISTER ANY TRANSFER OF THIS NOTE IN VIOLATION OF THE FOREGOING RESTRICTIONS."
Offshore Transaction means an offer and sale of securities in which:
Offshore Transaction. UNITED STATES" AND "U.S. PERSON" HAVE THE MEANINGS GIVEN TO THEM BY REGULATION S UNDER THE SECURITIES ACT. THE PASS THROUGH TRUST AGREEMENT CONTAINS A PROVISION REQUIRING THE TRUSTEE TO REFUSE TO REGISTER ANY TRANSFER OF THIS CERTIFICATE IN VIOLATION OF THE FOREGOING RESTRICTIONS.
Offshore Transaction means an "offshore transaction" as that term is defined in Regulation S;
Offshore Transaction. UNITED STATES" AND "U.S. PERSON" HAVE THE MEANINGS GIVEN TO THEM BY REGULATION S UNDER THE SECURITIES ACT.] [registration rights legend] THE HOLDER OF THIS CERTIFICATE, BY ACCEPTANCE HEREOF, WILL BE DEEMED TO HAVE AGREED TO BE BOUND BY THE PROVISIONS OF THE REGISTRATION RIGHTS AGREEMENT DATED AUGUST 17, 2000, AMONG THE COMPANY, EDISON MISSION ENERGY AND THE INITIAL PURCHASERS OF THIS CERTIFICATE. MIDWEST GENERATION SERIES A PASS-THROUGH TRUST 8.30% Pass-Through Certificate, Series A CUSIP: ISIN: Final Distribution Date: July 2, 2009 evidencing a fractional undivided interest in a trust, the property of which includes certain notes secured by certain property leased to Midwest Generation, LLC Certificate No. ______ $ ____________ Fractional Undivided Interest THIS CERTIFIES THAT ___________________, for value received, is the registered owner of a $ ___________________ (___________________ dollars) Fractional Undivided Interest in the Midwest Generation Series A Pass-Through Trust (the "Pass-Through Trust") created pursuant to a Pass-Through Trust Agreement dated as of August 17, 0000 (xxx "Xxxxxxxxx") xxxxxxx Xxxxxx Xxxxxx Trust Company of New York, as trustee (the "Pass-Through Trustee") and Midwest Generation, LLC, a limited liability company organized under Delaware law (the "Company"), a summary of certain of the pertinent provisions of which is set forth below. To the extent not otherwise defined herein, the capitalized terms used herein have the meanings assigned to them in the Agreement. This Certificate is one of the duly authorized Certificates designated as "8.30% Pass-Through Certificates, Series A" (herein called the "Certificates"). This Certificate is issued under and is subject to the terms, provisions and conditions of the Agreement, to which Agreement the Holder of this Certificate by virtue of the acceptance hereof assents and by which such Holder is bound. The property of the Pass-Through Trust includes Lessor Notes (the "Trust Property"). Each Lessor Note is secured by a security interest in and lien over the Undivided Interest subject of the Lease relating to the Lease Indenture under which such Lessor Note was issued and certain other related property described in such Lease Indenture, and liability thereunder is limited to the income and proceeds of such security. Subject to and in accordance with the terms of this Agreement, from funds then available to the Pass-Through Trustee, there will be distributed on each January 2 and July 2...