Issuance of Closed-End Exchange Notes; Exchange Note Supplement Sample Clauses

Issuance of Closed-End Exchange Notes; Exchange Note Supplement. In connection with each Exchange Note Funding (other than an Exchange Note Funding being made in connection with any Subsequent Exchange Note Increase), on the related Exchange Note Funding Date, the Borrower shall issue to the Initial Beneficiary, and the Closed-End Administrative Agent will authenticate and deliver to the Initial Beneficiary, in accordance with the applicable provisions of this Article VI, one or more notes representing obligations of the Borrower issued in definitive negotiable form, and having an initial outstanding principal balance equal to the Exchange Note Funding Amount paid or advanced, as applicable, by the Initial Beneficiary in connection with such Exchange Note Funding, which notes shall be issued without any accrued interest thereon as of the Exchange Note Funding Date (each such note, a “Closed-End Exchange Note” and, collectively, the “Closed-End Exchange Notes”). Each issuance and authentification of a Closed-End Exchange Note pursuant to this subsection (e) shall be subject to the conditions precedent set forth in Section 6.4. Immediately following the issuance of each Closed-End Exchange Note, on the applicable Exchange Note Funding Date, the terms, conditions, covenants and other provisions applicable to the Advances (or applicable portion thereof) represented by such Closed-End Exchange Note will be agreed upon by the Borrower and the Initial Beneficiary, and amended and restated to read in their entirety as set forth in a supplement to this Collateral Agency Agreement applicable to such Closed-End Exchange Note (each, an “Exchange Note Supplement”) between the Borrower and the Initial Beneficiary. Upon the execution and delivery of the Exchange Note Supplement with respect to any Closed-End Exchange Note, (1) the terms, conditions, covenants and other provisions set forth in the Receivables Financing Agreements, any applicable Warehouse Facility Notes and the other Basic Documents applicable to any Advances acquired in connection with the related Exchange Note Funding shall no longer apply to such Closed-End Exchange Note, (2) such terms shall be replaced in their entirety, as they relate to such Closed-End Exchange Note, by the terms set forth in such Exchange Note Supplement, any applicable Servicing Supplement and the other terms of the Basic Documents that apply to Closed-End Exchange Notes and (3) any such Advances shall no longer be considered “Advances” or “Loans” within the meaning of this Collateral Agency A...
View SourceView Similar (5)
Issuance of Closed-End Exchange Notes; Exchange Note Supplement. In connection with each Initial Beneficiary Purchase (other than an Initial Beneficiary Purchase being
View Source

Related to Issuance of Closed-End Exchange Notes; Exchange Note Supplement

  • Each Exchange Note Separate; Assignees of Exchange Note Each party hereto acknowledges and agrees (and each holder or pledgee of the 2024-B Exchange Note, by virtue of its acceptance of such Exchange Note or pledge thereof acknowledges and agrees) that (i) the Specified Interest is a separate series of the Titling Trust as provided in Section 3806(b)(2) of Chapter 38 of Title 12 of the Delaware Code, 12 Del. Code Section 3801 et seq., (ii) the debts, liabilities, obligations and expenses incurred, contracted for or otherwise existing with respect to (a) the 2024-B Exchange Note or the related 2024-B Reference Pool shall be enforceable against such 2024-B Reference Pool only and not against any other Reference Pool or the Revolving Facility Pool and (b) any other Exchange Note, any other Reference Pool, or the Revolving Facility Pool shall be enforceable against such other Exchange Note, other Reference Pools, or the Revolving Facility Pool only, as applicable, and not against the 2024-B Exchange Note or any 2024-B Lease or 2024-B Vehicle included in the 2024-B Reference Pool, (iii) except to the extent required by law, the leases and the related leased vehicles included in the Revolving Facility Pool or leases and the related leased vehicles included in any other Reference Pool with respect to any other Exchange Note (other than the 2024-B Exchange Note transferred hereunder which is related to the 2024-B Reference Pool) shall not be subject to the claims, debts, liabilities, expenses or obligations arising from or with respect to the 2024-B Exchange Note in respect of such claim, (iv) no creditor or holder of a claim relating to (a) the 2024-B Exchange Note or the related 2024-B Reference Pool shall be entitled to maintain any action against or recover any assets allocated to any other Reference Pool, the Revolving Facility Pool or any other Exchange Note or the assets allocated thereto (except to the extent of amounts available to such Persons on a fully subordinated basis) and (b) any other Reference Pool, the Revolving Facility Pool or any other Exchange Note other than the 2024-B Exchange Note related to the 2024-B Reference Pool shall be entitled to maintain any action against or recover any assets allocated to the 2024-B Reference Pool and (v) any purchaser, assignee or pledgee of an interest in the 2024-B Reference Pool or, the 2024-B Exchange Note, must, prior to or contemporaneously with the grant of any such assignment, pledge or security interest, (a) give to the Titling Trust a non-petition covenant substantially similar to that set forth in Section 11.10 of the Titling Trust Agreement and (b) execute an agreement for the benefit of each holder, assignee or pledgee from time to time of any other Exchange Note to release all claims to the assets of the Titling Trust allocated to the Revolving Facility Pool and each other Reference Pool and, in the event that such release is not given effect, to fully subordinate all claims it may be deemed to have against the assets of the Titling Trust allocated to the Revolving Facility Pool and each other Reference Pool.

  • Issue Description Execution Registration and Exchange of Notes Section 2.1 DESIGNATION, AMOUNT AND ISSUE OF NOTES. The Notes shall be designated as "4 3/4% Convertible Subordinated Notes Due 2004." The Notes are not to exceed the aggregate principal amount of $115,000,000 upon the execution of this Indenture, or from time to time thereafter, may be executed by the Company and delivered to the Trustee for authentication, and the Trustee shall thereupon authenticate and make available for delivery said Notes upon the written order of the Company, signed by its (a) Chief Executive Officer, President, Chief Operating Officer or Chief Financial Officer and (b) any Treasurer or Secretary or any Assistant Secretary, without any further action by the Company hereunder.