Transfer and Exchange; Cancellation Clause Samples

The "Transfer and Exchange; Cancellation" clause governs the conditions under which rights, interests, or obligations under an agreement—such as tickets, securities, or memberships—can be transferred to another party, exchanged for different items or services, or cancelled altogether. Typically, this clause outlines the procedures for requesting a transfer or exchange, any associated fees, and the circumstances under which cancellation is permitted or restricted. Its core function is to provide clear rules and limitations for changing or ending contractual commitments, thereby reducing disputes and ensuring all parties understand their options and responsibilities.
Transfer and Exchange; Cancellation. The Notes are issuable only in fully registered form without coupons. A Noteholder or a Beneficial Holder may transfer a Note or a Beneficial Interest therein only by written application to the Registrar stating the name of the proposed transferee and otherwise complying with the terms of this Indenture, including the requirement for the execution and delivery of a Confidentiality Agreement by such proposed transferee to the Registrar relating to such transfer as set forth in Section 2.11(j). No such transfer shall be effected until, and such proposed transferee shall succeed to the rights of a Noteholder or a Beneficial Holder only upon, final acceptance and registration of the transfer by the Registrar and confirmation by the Registrar pursuant to Section 2.11(j) that such Noteholder or such Beneficial Holder has executed and delivered an appropriate Confidentiality Agreement to the Registrar. Prior to the due presentment for registration of transfer of a Note and satisfaction of the requirements specified in the last sentence of the preceding paragraph, the Issuer and the Trustee may deem and treat the applicable registered Noteholder as the absolute owner and holder of such Note for the purpose of receiving payment of all amounts payable with respect to such Note and for all other purposes and shall not be affected by any notice to the contrary. The Registrar (if different from the Trustee) shall promptly notify the Trustee in writing and the Trustee shall promptly notify the Issuer of each request for a registration of transfer of a Note by furnishing the Issuer a copy of such request. Furthermore, any Noteholder of a Global Note shall, by acceptance of such Global Note, agree that, subject to Section 2.10(b) and Section 2.11, transfers of Beneficial Interests in such Global Note may be effected only through a book-entry system maintained by the Noteholder of such Global Note (or its agent) and that ownership of a Beneficial Interest in such Global Note shall be required to be reflected in a book-entry system. When Notes are presented to the Registrar with a request to register the transfer or to exchange them for an equal principal amount of Notes of other authorized denominations, the Registrar shall register the transfer or make the exchange as requested if its requirements for such transactions are met (including, in the case of a transfer, that such Notes are duly endorsed or accompanied by a written instrument of transfer in form satisfactory to...
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Transfer and Exchange; Cancellation. (a) Any assignment or participation of a Loan shall be made only to a Qualifying Lender and otherwise in accordance with Section 8.1 of the Credit Agreement. A Holder of any Class E Security may exchange a Class E Security only by written application to the Class E Security Authenticator and otherwise complying with the terms of this Intercreditor Agreement, including, without limitation, the provisions of this Section 2.06. (b) At the option of a Holder of a Class E Security, its Class E Securities may be exchanged for other Class E Securities of the same class of any authorized denomination, of a like aggregate principal amount, upon surrender of the Class E Securities to be exchanged at the Corporate Office. The aggregate amount of each new Class E Security issued upon exchange shall be in a principal amount of at least $500,000 (and, in each case, if less, the then unpaid principal amount thereof) and dated the date or dates to which interest on the Class E Security surrendered shall have been paid or, if no such interest shall have been paid, the applicable date of issuance. Whenever any Class E Securities are so surrendered for exchange, the Borrower shall execute, and the Administrative Agent shall authenticate and deliver, the Class E Securities which the Holder making the exchange is entitled to receive. All Class E Securities issued upon any exchange of Class E Securities shall be the valid obligations of the Borrower evidencing the same respective obligations, and entitled to the same Class E Security and benefits under this Intercreditor Agreement, as the Class E Securities surrendered upon such exchange. When Class E Securities are presented to the Class E Security Authenticator with a request to exchange them for an equal principal amount of Class E Securities of other authorized denominations, the Class E Security Authenticator shall make the exchange as requested if the requirements for such transactions are met. The Administrative Agent shall make a notation on each new Class E Security or Class E Securities of the amount of all payments of principal previously made on the old Class E Security or Class E Securities with respect to which such new Class E Security is issued and the date to which interest accrued on such old Class E Security or Class E Securities has been paid. (c) The Borrower shall not be required to exchange any surrendered Class E Securities as above provided during the 15 calendar day period preceding the due date of any...
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Transfer and Exchange; Cancellation. A Certificateholder may transfer a Beneficial Interest Certificate only by written application to the Owner Trustee stating the name of the proposed transferee and otherwise complying with the terms of this Trust Agreement. No such transfer shall be effective until, and such transferee shall succeed to the rights of a Certificateholder only upon, final acceptance and registration of the transfer by the Owner Trustee in the Register. Prior to the due presentment for registration of transfer of a Beneficial Interest Certificate, AFT and the Owner Trustee may deem and treat the applicable registered Certificateholder as the absolute owner and Certificateholder of such Beneficial Interest Certificate for the purpose of receiving payment of all amounts payable with respect to such Beneficial Interest Certificate and for all other purposes and shall not be affected by any notice to the contrary. The Owner Trustee shall promptly notify the Controlling Trustees of each request for a registration of transfer of a Beneficial Interest Certificate.
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Transfer and Exchange; Cancellation. 43 Section 2.08. Mutilated, Destroyed, Lost or Stolen Notes 44 Section 2.09. Payments of Transfer Taxes 44 Section 2.10. Refinancing of Notes 45 Section 2.11. Issuer Additional Notes 46 Section 2.12. Book-Entry Provisions 48 Section 2.13. Special Transfer Provisions 50 Section 2.14. Temporary Definitive Notes 53 Section 2.15. Statements to Noteholders 54 Section 2.16. CUSIP, CINS AND ISIN Numbers 56 ARTICLE III ACCOUNTS; PRIORITY OF PAYMENTS Section 3.01. Establishment of Accounts 56 Section 3.02. Investments of Cash 61 Section 3.03. Closing Date Deposits, Withdrawals and Transfers 61 Section 3.04. Interim Deposits and Withdrawals 62 Section 3.05. Interim Deposits and Withdrawals for Modification Payments or Dispositions of Aircraft 63 Section 3.06. Calculation Date Calculations 63 Section 3.07. Payment Date First Step Withdrawals and Transfers 66 Section 3.08. Payment Date Second Step Withdrawals 66
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Transfer and Exchange; Cancellation. 13 Section 3.06. Mutilated, Destroyed, Lost or Stolen Beneficial Interest Certificates.........................................................13 Section 3.07.
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Transfer and Exchange; Cancellation. A Certificateholder may transfer a Beneficial Interest Certificate only by written application to the Owner Trustee stating the name of the proposed transferee and otherwise complying with the terms of this Trust Agreement. No such transfer shall be effective until, and such transferee shall succeed to the rights of a Certificateholder only upon, final acceptance and registration of the transfer by the Owner Trustee in the Register. Prior to the due presentment for registration of transfer of a Beneficial Interest Certificate, LIFT and the Owner Trustee may deem and treat the applicable registered Certificateholder as the absolute owner and Certificateholder of such Beneficial Interest Certificate for the purpose of receiving payment of all amounts payable with respect to such Beneficial Interest Certificate and for all other purposes and shall not be affected by any notice to the contrary. The Owner Trustee shall promptly notify the Controlling Trustees of each request for a registration of transfer of a Beneficial Interest Certificate.
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Transfer and Exchange; Cancellation 
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Related to Transfer and Exchange; Cancellation

  • Transfer and Exchange When Securities of a Series are presented to the Registrar with a request to register the transfer thereof, the Registrar shall register the transfer as requested if the requirements of applicable law are met, and when such Securities of a Series are presented to the Registrar with a request to exchange them for an equal principal amount of other authorized denominations of Securities of the same Series, the Registrar shall make the exchange as requested. To permit transfers and exchanges, upon surrender of any Security for registration of transfer at the office or agency maintained pursuant to Section 2.4, the Company shall execute and the Trustee shall authenticate Securities at the Registrar’s request. If Securities are issued as Global Securities, the provisions of Section 2.15 shall apply. All Securities issued upon any registration of transfer or exchange of Securities shall be the valid obligations of the Company, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Securities surrendered upon such registration of transfer or exchange. Every Security presented or surrendered for registration of transfer or for exchange shall (if so required by the Company or the Registrar or a co-registrar) be duly endorsed, or be accompanied by a written instrument of transfer in form satisfactory to the Company and the Registrar or a co-registrar, duly executed by the Holder thereof or his attorney duly authorized in writing. Any exchange or transfer shall be without charge, except that the Company may require payment by the Holder of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation to a transfer or exchange, but this provision shall not apply to any exchange pursuant to Section 2.11, 3.6 or 8.5. The Trustee shall not be required to register transfers of Securities of any Series, or to exchange Securities of any Series, for a period of 15 days before the record date for selection for redemption of such Securities. The Trustee shall not be required to exchange or register transfers of Securities of any Series called or being called for redemption in whole or in part, except the unredeemed portion of such Security being redeemed in part.

  • Transfer and Exchange of Global Warrants The transfer and exchange of Global Warrants or beneficial interests therein shall be effected through the Depositary, in accordance with this Warrant Agreement and the procedures of the Depositary therefor.

  • Transfer and Exchange of Warrants The Warrant Holder, by acceptance hereof, agrees to give written notice to the Company before transferring this Warrant or transferring any Warrant Stock issuable or issued upon the exercise hereof of such Warrant Holder’s intention to do so, describing briefly the manner of any proposed transfer of this Warrant or such Warrant Holder’s intention as to the disposition to be made of shares of Warrant Stock issuable or issued upon the exercise hereof. For any proposed transfer other than a transfer to an affiliate (as defined by Rule 405 of Regulation C under the Securities Act of 1933, as amended) of the Warrant Holder, such Warrant Holder shall also provide the Company with an opinion of counsel reasonably satisfactory to the Company to the effect that the proposed transfer of this Warrant or disposition of shares may be effected without registration or qualification (under any Federal or State law) of this Warrant or the shares of Warrant Stock issuable or issued upon the exercise hereof. Upon receipt by the Company of such written notice and, for transfers to non-affiliates, opinion of counsel, such Warrant Holder shall be entitled to transfer this Warrant, or to exercise this Warrant in accordance with its terms and dispose of the shares received upon such exercise or to dispose of shares of Warrant Stock received upon the previous exercise of this Warrant, all in accordance with the terms of the notice delivered by the Warrant Holder to the Company, provided that an appropriate legend respecting the aforesaid restrictions on transfer and disposition may be endorsed on this Warrant or the certificates for such shares. Notwithstanding the foregoing, upon registration of the Warrant Shares under the Securities Act, no such opinion shall be required.

  • Transfer and Exchange of Global Notes A Global Note may not be transferred except as a whole by the Depositary to a nominee of the Depositary, by a nominee of the Depositary to the Depositary or to another nominee of the Depositary, or by the Depositary or any such nominee to a successor Depositary or a nominee of such successor Depositary. All Global Notes will be exchanged by the Company for Definitive Notes if: (1) the Company delivers to the Trustee notice from the Depositary that it is unwilling or unable to continue to act as Depositary or that it is no longer a clearing agency registered under the Exchange Act and, in either case, a successor Depositary is not appointed by the Company within 120 days after the date of such notice from the Depositary; (2) the Company in its sole discretion determines that the Global Notes (in whole but not in part) should be exchanged for Definitive Notes and delivers a written notice to such effect to the Trustee; or (3) there has occurred and is continuing a Default or Event of Default with respect to the Notes. Upon the occurrence of either of the preceding events in (1) or (2) above, Definitive Notes shall be issued in such names as the Depositary shall instruct the Trustee. Global Notes also may be exchanged or replaced, in whole or in part, as provided in Sections 2.07 and 2.10 hereof. Every Note authenticated and delivered in exchange for, or in lieu of, a Global Note or any portion thereof, pursuant to this Section 2.06 or Section 2.07 or 2.10 hereof, shall be authenticated and delivered in the form of, and shall be, a Global Note. A Global Note may not be exchanged for another Note other than as provided in this Section 2.06(a), however, beneficial interests in a Global Note may be transferred and exchanged as provided in Section 2.06(b), (c) or (f) hereof.

  • Transfer and Exchange of Notes Upon surrender of any Note at the principal executive office of the Company for registration of transfer or exchange (and in the case of a surrender for registration of transfer, duly endorsed or accompanied by a written instrument of transfer duly executed by the registered holder of such Note or his attorney duly authorized in writing and accompanied by the address for notices and other Schedule A information of each transferee of such Note or part thereof), the Company shall execute and deliver, at the Company's expense (except as provided below), one or more new Notes (as requested by the holder thereof) in exchange therefor, in an aggregate principal amount equal to the unpaid principal amount of the surrendered Note. Each such new Note shall be payable to such Person as such holder may request and shall be substantially in the form of Exhibit 1. Each such new Note shall be dated and bear interest from the date to which interest shall have been paid on the surrendered Note or dated the date of the surrendered Note if no interest shall have been paid thereon. The Company may require payment of a sum sufficient to cover any stamp tax or governmental charge imposed in respect of any such transfer of Notes. Notes shall not be transferred in denominations of less than $100,000, provided that if necessary to enable the registration of transfer by a holder of its entire holding of Notes, one Note may be in a denomination of less than $100,000. Any transferee, by its acceptance of a Note registered in its name (or the name of its nominee), shall be deemed to have made the representation set forth in Section 6.1. The Company may direct the Collateral and Paying Agent under the Collateral Agency and Paying Agreement to act on its behalf with respect to this Section 13.2 other than with respect to the execution of Notes or the Collateral Agency and Paying Agreement may so provide.