Common use of Registration of Transfer and Exchange of Notes Clause in Contracts

Registration of Transfer and Exchange of Notes. (a) The Indenture Trustee, as initial Note Registrar, shall maintain, or cause to be maintained, at the Corporate Trust Office, a register (the "Register") in which the Indenture Trustee shall provide for the registration of Notes and of transfers and exchanges of Notes as herein provided. All Notes shall be so registered. (b) Upon surrender for registration of transfer of any Note at the Corporate Trust Office, the Trust shall execute, and the Indenture Trustee shall authenticate and deliver, subject to the requirements of Sections 5.01(e) and (f) hereof in the case of the Subordinate Notes, in the name of the designated transferee or transferees, one or more new Notes in authorized denominations of the same class, of a like aggregate Class A-1 Percentage Interest, Class A-2 Percentage Interest, Class A-3 Percentage Interest, Class A-4 Percentage Interest, Class B Percentage Interest, Class C Percentage Interest, Class D Percentage Interest or Class E Percentage Interest, as the case may be, dated the date of such authentication. (c) At the option of a Noteholder, Notes may be exchanged for other Notes of the same class (of authorized denominations in the case of Class A Notes and Subordinate Notes) of

Appears in 1 contract

Sources: Indenture (First Sierra Receivables Iii Inc)

Registration of Transfer and Exchange of Notes. (a) The Indenture Trustee, as initial Note Registrar, shall maintain, or cause to be maintained, at the Corporate Trust Office, a register (the "Register") in which the Indenture Trustee shall provide for the registration of Notes and of transfers and exchanges of Notes as herein provided. All Notes shall be so registered. (b) Upon surrender for registration of transfer of any Note at the Corporate Trust Office, the Trust shall execute, and the Indenture Trustee shall authenticate and deliver, subject to the requirements of Sections 5.01(e) and (f) hereof in the case of the Subordinate Notes, in the name of the designated transferee or transferees, one or more new Notes in authorized denominations of the same class, of a like aggregate Class A-1 Percentage Interest, Class A-2 Percentage Interest, Class A-3 Percentage Interest, Class A-4 Percentage Interest, Class B B-1 Percentage Interest, Class C Percentage Interest, Class D B-2 Percentage Interest or Class E B-3 Percentage Interest, as the case may be, dated the date of such authentication. (c) At the option of a Noteholder, Notes may be exchanged for other Notes of the same class (of authorized denominations in the case of Class A Notes and Subordinate Notes) ofof a like aggregate Class A-1 Percentage Interest, Class A-2 Percentage Interest, Class A-3 Percentage Interest, Class A-4 Percentage Interest, Class B-1 Percentage Interest, Class B-2 Percentage Interest or Class B-3 Percentage Interest, as the case may be, upon surrender of the Notes to be exchanged at any such office or agency. Whenever any Notes are so surrendered for exchange, the Trust shall execute, and the Indenture Trustee shall authenticate and deliver the Notes that the Noteholder making the exchange is entitled to receive. Every Note presented or surrendered for registration of transfer or exchange shall be accompanied by a written instrument of transfer substantially in the form of Exhibit H hereto, duly executed by the Noteholder thereof or its attorney duly authorized in writing. (d) No service charge shall be made for any registration of transfer of any Note or for the exchange of any Note, but the Indenture Trustee may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any transfer of any Note or exchange of any Note. (e) All Notes surrendered for registration of transfer and all Notes surrendered for exchange shall be delivered to the Indenture Trustee and cancelled and subsequently destroyed by the Indenture Trustee in accordance with its customary practices in effect from time to time. (f) The Note Registrar shall not register the transfer of any Note (other than the transfer of an Offered Note to the nominee of the Depository or a successor depository) unless the transferee has executed and delivered to the Indenture Trustee a certification to the effect that either (i) the transferee is not (A) an employee benefit plan (as defined in Section 3(3) of ERISA) that is subject to the provisions of Title I of ERISA or (B) a plan (as defined in Section 4975(e)(1) of the Code) that is subject to Section 4975 of the Code (each of the foregoing, a "Benefit Plan"), and is not acting on behalf of or investing the assets of a Benefit

Appears in 1 contract

Sources: Indenture (First Sierra Receivables Iii Inc)