Certificated Subordinated Note definition

Certificated Subordinated Note. The meaning specified in Section 2.2(b)(iv).

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Certificated Subordinated Note. A definitive, fully registered note without coupons substantially in the form attached as Exhibit A-3 hereto. “Class”: In the case of (i) the Secured Debt, all of the Secured Debt having the same Interest Rate, Stated Maturity and class designation and (ii) the Subordinated Notes, all of the Subordinated Notes; provided that, solely for purposes of calculating the Interest Coverage Ratio and the Overcollateralization Ratio, the Class A Debt and the Class B Notes shall be treated as a single Class; provided further that, (x) except as provided in clause (y) of this proviso, the Class A-1 Notes, the Class A-L-A Loans and the Class A-L-B Loans shall constitute, and vote together as, a single Class and (y) the Class A-1 Notes, the Class A-L-A Loans and the Class A-L-B Loans shall be treated as separate Classes, and shall vote separately, solely for purposes of (1) any determination as to whether a proposed supplemental indenture or amendment would have a material adverse effect on such Debt and (2) a Refinancing or a Re-Pricing. Notwithstanding the foregoing, the Class X Notes constitute a separate Class from the Class A Debt, including for purposes of exercising any rights to consent, give direction or otherwise vote (and any determination relating to whether a proposed supplemental indenture would have a material and adverse effect on a Class). “Class A Debt”: The Class A-1 Notes, the Class A-L-A Loans and the Class A-L-B Loans, collectively. “Class A/B Coverage Tests”: The Overcollateralization Ratio Test and the Interest Coverage Test, each as applied with respect to the Class A Debt and the Class B Notes. “Class A-1 Notes”: The Class A-1 Senior Secured Floating Rate Notes issued pursuant to this Indenture and having the characteristics specified in Section 2.3. “Class A-L Lenders”: The Class A-L-A Lenders and the Class A-L-B Lenders, collectively.

Certificated Subordinated Note. Any definitive, fully registered securities for Subordinated Notes without interest coupons.

Examples of Certificated Subordinated Note in a sentence

This Certificated Subordinated Note may be transferred to a transferee acquiring Certificated Subordinated Notes, subject to and in accordance with the restrictions set forth in the Indenture.
The registered holder of any Certificated Subordinated Note may transfer the same in whole or in part only in denominations of $250,000 or any amount in excess thereof that is a whole multiple of $1,000 by surrendering at the office of the Fiscal and Paying Agent such Certificated Subordinated Note with the form of transfer thereon duly endorsed by the registered holder thereof or his attorney-in-fact duly authorized in writing.
At the option of the registered holder on request confirmed in writing and subject to applicable laws and regulations and to the terms set forth in the Certificated Subordinated Note, Certificated Subordinated Notes may be exchanged for Certificated Subordinated Notes of any authorized denominations and of equal aggregate principal amount, upon surrender of the Certificated Subordinated Notes to be exchanged at the office of the Fiscal and Paying Agent.
Whenever any Certificated Subordinated Note is so surrendered for exchange, together with a written request for exchange, the Issuer shall execute, and the Fiscal and Paying Agent shall promptly authenticate and deliver, Certificated Subordinated Notes which the holder making the request for exchange is entitled to receive.
Other than as provided in Section 2.2(b)(ii) (Forms of Notes), Subordinated Notes shall be issued in the form of definitive, fully registered notes without coupons substantially in the applicable form attached as Exhibit A-2 hereto (each, a "Certificated Subordinated Note") which shall be registered in the name of the beneficial owner or a nominee thereof, duly executed by the Issuer and authenticated by the Collateral Trustee as hereinafter provided.
For the avoidance of doubt, such exchange shall not require the delivery of the transfer certificates described in this Section 2.5(g)(i) or any medallion signature guarantee with respect to such Certificated Subordinated Note.
The Subordinated Notes sold to any Person shall be issued in the form of definitive, fully registered notes without coupons substantially in the form of Exhibit A5 hereto (each, a "Certificated Subordinated Note") which shall be registered in the name of the beneficial owner or a nominee thereof, duly executed by the Issuer and authenticated by the Trustee as hereinafter provided.
If a holder of a Certificated Subordinated Note wishes at any time to exchange such Certificated Subordinated Note for one or more Certificated Subordinated Notes or transfer such Certificated Subordinated Note to a transferee who wishes to take delivery thereof in the form of a Certificated Subordinated Note, such holder may effect such exchange or transfer in accordance with this Section 2.6(g).
Notwithstanding the provisions of this Section 2.5(g)(i), any Certificated Subordinated Note issued on the Closing Date to an Affiliate of the Collateral Manager (including for these purposes funds or accounts managed by the Collateral Manager or Affiliates of the Collateral Manager) may be exchanged for an corresponding interest in a Global Subordinated Note upon the instruction of such Holder and the surrender of such Certificated Subordinated Note to the Registrar.

More Definitions of Certificated Subordinated Note

Certificated Subordinated Note. A Subordinated Note issued in the form of one or more definitive, fully registered notes without interest coupons.

Certificated Subordinated Note. The meaning specified in Section 2.2(b)(iii) (Forms of Notes). "CFTC": The Commodity Futures Trading Commission. "Class": In the case of (i) the Secured Debt, all of the Secured Debt having the same Interest Rate, Stated Maturity and designation and (ii) the Subordinated Notes, all of the Subordinated Notes; provided that, for purposes of calculating the Coverage Tests and for any vote, request, demand, authorization, direction, notice, consent, waiver, objection or similar action under this Indenture, the Collateral Management Agreement or any other Transaction Document, any Pari Passu Classes shall constitute a single Class. "Class A Coverage Tests": The Overcollateralization Ratio Test and the Interest Coverage Test, each as applied with respect to the Class A Debt. "Class A-1 Credit Agreements": Collectively, the Class A-1A Credit Agreement and the Class A-1AS Credit Agreement. "Class A-1A Credit Agreement": That certain credit agreement, dated as of the 2024 Closing Date, among the Issuer, as borrower, the Co-Issuer, as co-borrower, the Loan Agent, the Collateral Trustee and the Class A-1 Lenders party thereto. "Class A-1AS Credit Agreement": That certain credit agreement, dated as of the 2024 Closing Date, among the Issuer, as borrower, the Co-Issuer, as co-borrower, the Loan Agent, the Collateral Trustee and the Class A-1S Lenders party thereto. "Class A-1A Debt": Collectively, the Class A-1A Notes, the Class A-1AL Notes and the Class A-1 Loans. "Class A Debt": Collectively, the Class A-1A Debt, the Class A-1B Notes and the Class A-2 Notes. "Class A-1 Lender": Collectively, the Class A-1A Lenders and the Class A-1AS Lenders. "Class A-1A Lender": Each lender party to the Class A-1A Credit Agreement from time to time, and reflected as a holder of the Class A-1A Loans in the Loan Register. "Class A-1S Lender": Each lender party to the Class A-1S Credit Agreement from time to time, and reflected as a holder of the Class A-1S Loans in the Loan Register. "Class A-1 Loans": Collectively, the Class A-1A Loans and the Class A-1S Loans.

Certificated Subordinated Note. A definitive, fully registered note without coupons substantially in the form attached as Exhibit A-3 hereto.

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