Common use of Mutilated, Destroyed, Lost or Stolen Notes Clause in Contracts

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any mutilated Note is surrendered to the Transfer Agent and Registrar, or the Transfer Agent and Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note and (b) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them to save each of them harmless, then provided that the requirements of Section 8-405 of the UCC are met, the Issuer shall execute and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law), in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar or the Indenture Trustee in connection therewith. In connection with the issuance of any new Note under this Section 2.5, the Indenture Trustee or the Transfer Agent and Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrar) connected therewith. Any duplicate Note issued pursuant to this Section 2.5 shall constitute an original contractual obligation of the Issuer whether or not the lost, stolen or destroyed note shall be found at any time.

Appears in 4 contracts

Sources: Base Indenture Amendment (On Deck Capital, Inc.), Base Indenture (On Deck Capital, Inc.), Base Indenture (On Deck Capital Inc)

Mutilated, Destroyed, Lost or Stolen Notes. (a) If (ai) any mutilated Note is surrendered to the Transfer Agent and Indenture Trustee or the Note Registrar, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Indenture Trustee harmless, then then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a “protected purchaser”, as defined in Section 8-303 of the UCC, and provided that the requirements of Section 8-405 of the UCC are met, the Issuer shall execute execute, and after the upon Issuer has executed, Request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor and aggregate principal amountthe same Class; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven (7) days shall be due and payable, or shall have been called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable or upon the Prepayment Date without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with . (b) Upon the issuance of any new replacement Note under this Section 2.52.6, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment by the Noteholder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and RegistrarTrustee) connected therewith. Any duplicate . (c) Every replacement Note issued pursuant to this Section 2.5 2.6 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. (d) The provisions of this Section 2.6 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 4 contracts

Sources: Indenture (Usaa Acceptance LLC), Indenture (USAA Auto Owner Trust 2008-1), Indenture (USAA Auto Owner Trust 2007-2)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (b) in case of destruction, loss, or theft there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold Issuer, the Noteholders, Indenture Trustee and Transfer Agent and Registrar harmless, then provided then, in the absence of notice to Issuer, Transfer Agent and Registrar or Indenture Trustee that the requirements of such Note has been acquired by a protected purchaser (as defined in Section 8-405 303 of the UCC are metas in effect in the State of Nebraska), the Issuer shall execute execute, and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor (including the same date of issuance) and aggregate principal amount, bearing a number not contemporaneously outstanding; provided, however, that if any such mutilated, destroyed, lost or stolen Note, but not a mutilated Note, Note shall have become or within seven (7) days shall be due and payable, or shall have been selected or called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof, except that any mutilated Note shall be surrendered. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of as defined in Section 8-303 of the UCCUCC as in effect in the State of Nebraska) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent Issuer and Registrar and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.52.06, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and the or Transfer Agent and Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 2.06 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute complete and indefeasible evidence of an original contractual obligation of the Issuer Trust, as if originally issued, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any time, and shall be entitled to all the benefits of the Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.06 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 4 contracts

Sources: Master Indenture (First National Funding LLC), Master Indenture (First National Funding LLC), Master Indenture (First National Master Note Trust)

Mutilated, Destroyed, Lost or Stolen Notes. (a) If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note and Note, (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them harmless, then provided that hold the Issuer and the Indenture Trustee harmless and (iii) the requirements of Section 8-405 of the UCC are met, then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a Protected Purchaser, the Issuer shall execute execute, and after the Issuer has executed, upon its request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor and aggregate principal amountthe same Class; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days of the Indenture Trustee’s receipt of evidence to its satisfaction of such destruction, loss or theft shall be due and payable, or shall have been called for redemption pursuant to Section 10.01, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable or upon the Redemption Date without surrender thereof. The Indenture Trustee may rely upon the Administrator with respect to the determination of whether the requirements of Section 8-405 of the UCC are met. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of Section 8-303 of the UCC) Protected Purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it such replacement Note was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaserProtected Purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with . (b) Upon the issuance of any new replacement Note under this Section 2.5Section, the Issuer or the Indenture Trustee or the Transfer Agent and Registrar may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and or the Transfer Agent and Note Registrar) connected therewith. Any duplicate . (c) Every replacement Note issued pursuant to this Section 2.5 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. (d) The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 3 contracts

Sources: Indenture (WDS Receivables LLC), Indenture (Wachovia Auto Loan Owner Trust 2007-1), Indenture (Wachovia Auto Owner Trust 2008-A)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarTrustee, or the Transfer Agent and Registrar Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note and Note, (bii) there is delivered to the Transfer Agent and Registrar Trustee and the Indenture Trustee Insurer (unless an Insurer Default shall have occurred and be continuing) such security or indemnity as may be reasonably required by them to save each of them harmlesshold the Issuer, then provided that the Trustee and the Insurer harmless and (iii) the requirements of Section 8-405 of the UCC are met, then, in the absence of notice to the Issuer, the Note Registrar or the Trustee that such Note has been acquired by a protected purchaser (as defined in Article 8 of the UCC), the Issuer shall execute and after upon its request the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor and aggregate principal amountthe same Class; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, or shall have been called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable or upon the Redemption Date without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of Section 8-303 as defined in Article 8 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Insurer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaserpurchaser (as defined in Article 8 of the UCC), and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.5Section, the Indenture Trustee Issuer or the Transfer Agent and Registrar Trustee may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and or the Transfer Agent and Note Registrar) connected therewith. Any duplicate Note issued pursuant to this Section 2.5 shall constitute an original contractual obligation of the Issuer whether or not the lost, stolen or destroyed note shall be found at any time.

Appears in 3 contracts

Sources: Indenture (WFS Financial Auto Loans Inc), Indenture (WFS Receivables Corp), Indenture (WFS Financial Auto Loans Inc)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarTrustee, or the Transfer Agent and Registrar Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note and Note, (bii) there is delivered to the Transfer Agent and Registrar Trustee and the Indenture Trustee Insurer (unless an Insurer Default shall have occurred and be continuing) such security or indemnity as may be reasonably required by them to save each of them harmlesshold the Issuer, then provided that the Trustee and the Insurer harmless and (iii) the requirements of Section 8-405 of the UCC are met, then, in the absence of notice to the Issuer, the Note Registrar or the Trustee that such Note has been acquired by a protected purchaser (as defined in Article 8 of the UCC), the Issuer shall execute and after upon its request the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor and aggregate principal amountthe same Class; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, or shall have been called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable or upon the Redemption Date without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of Section 8-303 as defined in Article 8 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Insurer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaserpurchaser (as defined in Article 8 of the UCC), and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with the issuance of any new Note under this Section 2.5, the Indenture Trustee or the Transfer Agent and Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrar) connected therewith. Any duplicate Note issued pursuant to this Section 2.5 shall constitute an original contractual obligation of the Issuer whether or not the lost, stolen or destroyed note shall be found at any time.

Appears in 3 contracts

Sources: Indenture (WFS Receivables Corp 2), Indenture (WFS Receivables Corp), Indenture (WFS Receivables Corp)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any mutilated Note (together, in the case of Bearer Notes, with all unmatured Coupons (if any) appertaining thereto) is surrendered to the Transfer Agent and Note Registrar, or the Transfer Agent and Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (b) in case of destruction, loss or theft there is delivered to the Transfer Agent and Note Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer, the Note Registrar and the Trustee harmless, then provided then, in the absence of notice to the Issuer, the Note Registrar or the Trustee that such Note has been acquired by a protected purchaser (as defined in the requirements of Section 8-405 of the UCC are metNew York UCC), the Issuer shall execute execute, and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Note Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) shall deliver (in compliance with applicable lawthe case of Bearer Notes, outside the United States), in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor and aggregate principal amount, bearing a number not contemporaneously outstanding; provided, however, that if any such mutilated, destroyed, lost or stolen Note, but not a mutilated Note, Note shall have become or within seven days shall be due and payable, or shall have been selected or called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof, except that any mutilated Note shall be surrendered. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, purchaser and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with the issuance of any new replacement Note under this Section 2.52.6, the Indenture Trustee Issuer or the Transfer Agent and Note Registrar may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the reasonable fees and expenses of the Indenture Trustee and or the Transfer Agent and Note Registrar) connected therewith. Any duplicate replacement Note issued pursuant to this Section 2.5 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original contractual obligation complete and indefeasible evidence of a debt of the Issuer Issuer, as if originally issued, whether or not the lostdestroyed, lost or stolen or destroyed note Note shall be found at any time, and shall be entitled to all the benefits of this Agreement equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.6 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 3 contracts

Sources: Master Indenture and Servicing Agreement (Cendant Corp), Master Indenture and Servicing Agreement (Wyndham Worldwide Corp), Master Indenture and Servicing Agreement (Cendant Corp)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any mutilated Note is surrendered to the Transfer Agent and Note Registrar, or the Transfer Agent and Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (b) in case of destruction, loss or theft there is delivered to the Transfer Agent and Note Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer, the Transferor, the Note Registrar and the Indenture Trustee harmless, then provided then, in the absence of notice to the Issuer, the Transferor, the Note Registrar or the Indenture Trustee that the requirements of Section 8-405 of the UCC are metsuch Note has been acquired by a protected purchaser, the Issuer shall execute execute, and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Note Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)shall deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor and aggregate principal amount, bearing a number not contemporaneously outstanding; provided, however, that if any such mutilated, destroyed, lost or stolen Note, but not a mutilated Note, Note shall have become or within seven (7) days shall be due and payable, or shall have been selected or called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof, except that any mutilated Note shall be surrendered. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Transferor, the Note Registrar or the Indenture Trustee in connection therewith. In connection with the issuance of any new replacement Note under this Section 2.52.06, the Indenture Trustee Issuer or the Transfer Agent and Note Registrar may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the reasonable fees and expenses of the Indenture Trustee and or the Transfer Agent and Note Registrar) connected therewith. Any duplicate replacement Note issued pursuant to this Section 2.5 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original contractual obligation complete and indefeasible evidence of a debt of the Issuer Issuer, as if originally issued, whether or not the lostdestroyed, lost or stolen or destroyed note Note shall be found at any time, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.06 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 3 contracts

Sources: Master Indenture, Master Indenture (Atlanticus Holdings Corp), Master Indenture (Atlanticus Holdings Corp)

Mutilated, Destroyed, Lost or Stolen Notes. (a) If (ai) any mutilated Note is surrendered to the Transfer Agent and Registrar, Indenture Trustee or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them the Indenture Trustee to save hold each of them the Issuer and the Indenture Trustee harmless, then provided then, in the absence of actual notice to the Issuer or the Indenture Trustee that the requirements of Section 8-405 of the UCC are metsuch Note has been acquired by a protected purchaser, the Issuer shall execute execute, and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)upon Issuer Order, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note or Notes of like the same tenor and aggregate principal amountbalance bearing a number not contemporaneously outstanding; provided, however, that if any such destroyedmutilated, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable shall have become subject to receipt of payment in full, instead of issuing a new Note, the Indenture Trustee may make a payment with respect to such Note without surrender thereof, except that any mutilated Note shall be surrendered. If, after the delivery of such replacement new Note or payment of with respect to a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement new Note was issued presents for payment receipt of payments such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement new Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement new Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and each of the Issuer and the Indenture Trustee shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, damage or cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with . (b) Upon the issuance of any new Note under this Section 2.5Section, the Issuer or the Indenture Trustee or the Transfer Agent and Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses thereto. (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrarc) connected therewith. Any duplicate Every new Note issued pursuant to this Section 2.5 2.08 in lieu of any destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostdestroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. (d) The provisions of this Section 2.08 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment with respect to mutilated, destroyed, lost or stolen Notes.

Appears in 3 contracts

Sources: Indenture (Bay View Capital Corp), Indenture (Americredit Corp), Indenture (Bay View Capital Corp)

Mutilated, Destroyed, Lost or Stolen Notes. (a) If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Indenture Trustee harmless, then then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a protected purchaser, as defined in Section 8-303 of the UCC, and provided that the requirements of Section 8-405 of the UCC are met, the Issuer shall execute execute, and after the upon Issuer has executed, Request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor and aggregate principal amountthe same Class; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven (7) days shall be due and payable, or shall have been called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable or upon the Redemption Date without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar or the Indenture Trustee in connection therewith. In connection with the issuance of any new Note under this Section 2.5, the Indenture Trustee or the Transfer Agent and Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrar) connected therewith. Any duplicate Note issued pursuant to this Section 2.5 shall constitute an original contractual obligation of the Issuer whether or not the lost, stolen or destroyed note shall be found at any time.the

Appears in 3 contracts

Sources: Indenture (Ford Credit Auto Receivables Two L P), Indenture (Ford Credit Auto Receivables Two L P), Indenture (Ford Credit Auto Receivables Two L P)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any mutilated Note is surrendered to the Transfer Agent and Indenture Trustee or the Note Registrar, or the Transfer Agent and Indenture Trustee or the Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (b) in case of destruction, loss or theft there is delivered to the Transfer Agent and Registrar and Indenture Trustee, the Indenture Trustee Issuer, the Depositor or the Note Registrar, as the case may be, such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer, the Depositor, the Note Registrar and the Indenture Trustee harmless, then provided then, in the absence of written notice to the Issuer, the Depositor, the Note Registrar or the Indenture Trustee that the requirements of Section 8-405 such Note has been acquired by a “protected purchaser” (as contemplated by Article 8 of the UCC are metUCC), the Issuer shall execute execute, and after the upon Issuer has executed, Order the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor and aggregate principal amount, bearing a number not contemporaneously outstanding; provided, however, that if any such mutilated, destroyed, lost or stolen Note, but not a mutilated Note, Note shall have become become, or within seven (7) days shall be be, due and payable, or shall have been selected or called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof, except that any mutilated Note shall be surrendered. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser purchaser” (within the meaning of Section 8-303 as contemplated by Article 8 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser” (as contemplated by Article 8 of the UCC), and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with the issuance of any new replacement Note under this Section 2.52.06, the Issuer, the Indenture Trustee or the Transfer Agent and Note Registrar may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the reasonable fees and expenses of the Indenture Trustee and or the Transfer Agent and Note Registrar) connected therewith. Any duplicate replacement Note issued pursuant to this Section 2.5 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original contractual obligation complete and indefeasible evidence of a debt of the Issuer Issuer, as if originally issued, whether or not the lostdestroyed, lost or stolen or destroyed note Note shall be found at any time, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.06 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 3 contracts

Sources: Indenture (OneMain Financial Holdings, Inc.), Indenture (OneMain Financial Holdings, Inc.), Indenture (OneMain Financial Holdings, Inc.)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and, Indenture Trustee, the Administrator, the Owner Trustee and the Co-Owner Trustee harmless, then provided then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that the requirements of Section 8-405 such Note has been acquired by a bona fide purchaser, an Authorized Officer of the UCC are metOwner Trustee, the Co-Owner Trustee or the Administrator on behalf of the Issuer shall execute execute, and after the Issuer has executed, upon its request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor and aggregate principal amountthe same Class; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, or shall have been called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable or upon the Redemption Date without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected bona fide purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.52.04, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and RegistrarTrustee) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 2.04 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.04 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 3 contracts

Sources: Indenture (Residential Asset Funding Corp), Indenture (Home Equity Securitization Corp), Indenture (Bear Stearns Asset Backed Securities Inc)

Mutilated, Destroyed, Lost or Stolen Notes. If Subject to UCC § 8–405, if (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Indenture Trustee harmless, then provided then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that the requirements of Section 8-405 of the UCC are metsuch Note has been acquired by a protected purchaser, the Issuer shall execute execute, and after the Issuer has executed, upon its request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amountreplacement Note; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven (7) days shall be due and payable, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.54.03, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and RegistrarTrustee) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 4.03 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 4.03 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 3 contracts

Sources: Indenture (American Capital Strategies LTD), Indenture (American Capital Strategies LTD), Indenture (American Capital Strategies LTD)

Mutilated, Destroyed, Lost or Stolen Notes. If Subject to UCC Section 8-405, if (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Indenture Trustee harmless, then provided then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that the requirements of Section 8-405 of the UCC are metsuch Note has been acquired by a protected purchaser, the Issuer shall execute execute, and after the Issuer has executed, upon its request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amountreplacement Note; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven (7) days shall be due and payable, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.54.03, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and RegistrarTrustee) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 4.03 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 4.03 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 3 contracts

Sources: Indenture (Capitalsource Inc), Indenture (Capitalsource Inc), Indenture (Capitalsource Inc)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Indenture Trustee harmless, then provided then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that the requirements of Section 8-405 of the UCC are metsuch Note has been acquired by a protected purchaser, the Issuer shall execute execute, and after the Issuer has executed, upon its request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note of the 5 (NAROT 2017-A Indenture) same Class. In connection with the issuance of any new Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Noteunder this Section 2.05, the Issuer may pay require payment by the Holder of such destroyed, lost Note of a sum sufficient to cover any tax or stolen Note when so due or payable without surrender thereofother governmental charge that may be imposed in relation thereto. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentenceNote, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with the issuance of any new Note under this Section 2.5, the Indenture Trustee or the Transfer Agent and Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 2.05 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section 2.05 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables 2017-a Owner Trust), Indenture (Nissan Auto Receivables 2017-a Owner Trust)

Mutilated, Destroyed, Lost or Stolen Notes. If If (a) any mutilated Note (together, in the case of Bearer Notes, with all unmatured Coupons (if any) appertaining thereto) is surrendered to the Transfer Agent and Note Registrar, or the Transfer Agent and Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (b) in case of destruction, loss or theft there is delivered to the Transfer Agent and Note Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer, the Note Registrar and the Indenture Trustee harmless, then provided then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a "protected purchaser" (as defined in the requirements of Section 8-405 of the UCC are metNew York Uniform Commercial Code), the Issuer shall execute execute, and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Note Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) shall deliver (in compliance with applicable lawthe case of Bearer Notes, outside the United States), in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor and aggregate principal amount, bearing a number not contemporaneously outstanding; providedPROVIDED, howeverHOWEVER, that if any such mutilated, destroyed, lost or stolen Note, but not a mutilated Note, Note shall have become or within seven days shall be due and payable, or shall have been selected or called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof, except that any mutilated Note shall be surrendered. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a "protected purchaser purchaser" (within as defined in the meaning of Section 8-303 of the UCCNew York Uniform Commercial Code) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a "protected purchaser, " (as defined in the New York Uniform Commercial Code) and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with the issuance of any new replacement Note under this Section 2.5SECTION 2.06, the Indenture Trustee Issuer or the Transfer Agent and Note Registrar may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the reasonable fees and expenses of the Indenture Trustee and or the Transfer Agent and Note Registrar) connected therewith. Any duplicate replacement Note issued pursuant to this Section 2.5 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original contractual obligation complete and indefeasible evidence of a debt of the Issuer Issuer, as if originally issued, whether or not the lostdestroyed, lost or stolen or destroyed note Note shall be found at any time, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this SECTION 2.06 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Sources: Master Indenture (Compucredit Corp), Master Indenture (Compucredit Corp)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any mutilated Note is surrendered to the Transfer Agent and Indenture Trustee or the Note Registrar, or the Transfer Agent and Indenture Trustee or the Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (b) in case of destruction, loss or theft there is delivered to the Transfer Agent and Registrar and Indenture Trustee, the Indenture Trustee Issuer, the Depositor or the Note Registrar, as the case may be, such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer, the Depositor, the Note Registrar and the Indenture Trustee harmless, then provided then, in the absence of written notice to the Issuer, the Depositor, the Note Registrar or the Indenture Trustee that the requirements of Section 8-405 such Note has been acquired by a “protected purchaser” (as contemplated by Article 8 of the UCC are metUCC), the Issuer shall execute execute, and after the upon Issuer has executed, Order the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor and aggregate principal amount, bearing a number not contemporaneously outstanding; provided, however, that if any such mutilated, destroyed, lost or stolen Note, but not a mutilated Note, Note shall have become or within seven (7) days shall be due and payable, or shall have been selected or called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof, except that any mutilated Note shall be surrendered. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser purchaser” (within the meaning of Section 8-303 as contemplated by Article 8 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser” (as contemplated by Article 8 of the UCC), and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with the issuance of any new replacement Note under this Section 2.52.05, the Issuer, the Indenture Trustee or the Transfer Agent and Note Registrar may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the reasonable fees and expenses of the Indenture Trustee or the Note Registrar and the Transfer Agent and Registrartheir respective counsel) connected therewith. Any duplicate replacement Note issued pursuant to this Section 2.5 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original contractual obligation complete and indefeasible evidence of a debt of the Issuer Issuer, as if originally issued, whether or not the lostdestroyed, lost or stolen or destroyed note Note shall be found at any time, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.05 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Sources: Omnibus Amendment (Conns Inc), Indenture (Conns Inc)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarCollateral Agent, or the Transfer Collateral Agent and Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Collateral Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Debtor and the Collateral Agent harmless, then then, in the absence of notice to the Debtor, the Note Registrar or the Collateral Agent that such Note has been acquired by a bona fide purchaser, and provided that the requirements of Section 8-405 of the UCC are met, the Issuer Debtor shall execute and after upon its request the Issuer has executed, the Indenture Trustee Collateral Agent shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amountreplacement Note; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven (7) days shall be due and payable, instead of issuing a replacement Note, the Issuer Debtor may direct the Collateral Agent, in writing, to pay such destroyed, lost or stolen Note when so due or payable without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected bona fide purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Debtor and the Indenture Trustee Collateral Agent shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Debtor or the Indenture Trustee Collateral Agent in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.51.7, the Indenture Trustee or the Transfer Agent and Registrar Debtor may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and RegistrarCollateral Agent) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 1.7 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Debtor, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Security Agreement equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 1.7 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Sources: Security Agreement (Americredit Corp), Security Agreement (Americredit Corp)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any If a mutilated Note is surrendered to the Transfer Agent and Registrar, Indenture Trustee or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note and (b) there is delivered to a Note, then the Transfer Agent and Registrar and Issuer will execute and, upon Issuer Request, the Indenture Trustee will authenticate and deliver a replacement Note of the same Class and principal amount in exchange for or in lieu of such Note so long as (i) the Indenture Trustee receives such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Indenture Trustee harmless, then provided (ii) none of the Issuer, the Note Registrar or the Indenture Trustee have received notice that such Note has been acquired by a protected purchaser, as defined in Section 8-303 of the requirements UCC and (iii) the require-ments of Section 8-405 of the UCC are met. However, the Issuer shall execute and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law), in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Note, Note (but not a mutilated Note, shall have become or within seven days shall be ) is due and payablepayable within 15 days or has been called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable or upon the Redemption Date without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, Note. If a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued (or such payment made) presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall will be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note (or such payment) from such Person to whom such replacement Note (or such payment) was delivered or any assignee of such Person, except a protected purchaser, and shall will be entitled to recover upon the security or indemnity provided therefor to the extent of for such replacement Note (or such payment) for any cost, expense, loss, damage, cost claim or expense liability incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with such replacement Note (or such payment). (b) Upon the issuance of any new replacement Note under this Section 2.52.5(a), the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment Noteholder of a sum such Note to pay an amount sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses incurred in connection with such replacement Note. (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrarc) connected therewith. Any duplicate Each replacement Note issued pursuant to this Section 2.5 shall 2.5(a) will constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen Note will be enforceable by anyone and, except as otherwise provided in this Indenture, will be entitled to all the benefits of this Indenture equally and proportionately with all other Notes of the same Class duly issued under this Indenture. (d) The provisions of this Section 2.5 are exclusive and preclude (to the extent lawful) all other rights and remedies with respect to the replacement or destroyed note shall be found at any timepayment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Sources: Indenture (Ford Credit Auto Owner Trust 2006-C), Indenture (Ford Credit Auto Owner Trust 2006-B)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any a mutilated Note is surrendered to the Transfer Agent and RegistrarRegistrar or if the Holder of a Note claims that the Note has been lost, destroyed or wrongfully taken, the Transfer Agent and Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note and (b) there is delivered to the Transfer Agent and Registrar Company shall issue and the Indenture Trustee such security or indemnity as may be reasonably required by them to save each of them harmless, then provided that shall authenticate a replacement Note if the requirements of Section 8-405 of the UCC Uniform Commercial Code are met, such that the Issuer shall execute Holder (a) satisfies the Company and the Trustee that such Note has been lost, destroyed or wrongfully taken within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and the Issuer Registrar has executednot registered a transfer prior to receiving such notification, (b) makes such request to the Indenture Company and the Trustee shall authenticate prior to the Note being acquired by a protected purchaser as defined in Section 8-303 of the Uniform Commercial Code (a “protected purchaser”) and (unless c) satisfies any other reasonable requirements of the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law), in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentenceNote, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of for which such replacement Note was issued presents for payment or registration such original replaced Note, the Issuer, Trustee and/or the Transfer Agent and Registrar and the Indenture Trustee Company shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was issued and delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Company or the Indenture Trustee in connection therewith. Such Holder shall furnish an indemnity bond sufficient in the judgment of the (i) Trustee to protect the Trustee and (ii) the Company to protect the Company, the Trustee, the Paying Agent and the Registrar, from any loss which any of them may suffer if a Note is replaced, and, in the absence of notice to the Company, any Guarantor or the Trustee that such Note has been acquired by a protected purchaser, the Company shall execute, and upon receipt of an Issuer Order, the Trustee shall authenticate and make available for delivery, in exchange for any such mutilated Note or in lieu of any such destroyed, lost or stolen Note, a new Note of like tenor and principal amount, bearing a number not contemporaneously outstanding. In connection with case any such mutilated, destroyed, lost or stolen Note has become or is about to become due and payable, the Company in its discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.52.11, the Indenture Trustee or the Transfer Agent and Registrar Company may require the payment of that such Holder pay a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of counsel and of the Indenture Trustee and the Transfer Agent and RegistrarTrustee) connected in connection therewith. Any duplicate Subject to the proviso in the initial paragraph of this Section 2.11, every new Note issued pursuant to this Section 2.5 2.11, in lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Company, any Guarantor (if applicable) and any other obligor upon the Notes, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.11 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Sources: Indenture (Getty Images Holdings, Inc.), Indenture (Getty Images Holdings, Inc.)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Indenture Trustee harmless, then provided then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that the requirements of Section 8-405 of the UCC are metsuch Note has been acquired by a protected purchaser, the Issuer shall execute execute, and after the Issuer has executed, upon its request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note of the same Class. In connection with the issuance of any new Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Noteunder this Section 2.05, the Issuer may pay require payment by the Holder of such destroyed, lost Note of a sum sufficient to cover any tax or stolen Note when so due or payable without surrender thereofother governmental charge that may be imposed in relation thereto. 5 (NAROT 2016-A Indenture) If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentenceNote, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with the issuance of any new Note under this Section 2.5, the Indenture Trustee or the Transfer Agent and Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 2.05 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section 2.05 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables 2016-a Owner Trust), Indenture (Nissan Auto Receivables 2016-a Owner Trust)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any mutilated Investor Note (together, in the case of Bearer Notes, with all unmatured Coupons, if any, appertaining thereto) is surrendered to the Transfer Agent and Registrar, or the Transfer Agent and Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Investor Note and (b) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them to save each of them harmless, then provided that the requirements of Section 8-405 of the UCC are met, the Issuer shall execute and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law), in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Investor Note, a new Investor Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Investor Note, but not a mutilated Investor Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Investor Note, the Issuer may pay such destroyed, lost or stolen Investor Note when so due or payable without surrender thereof. If, after the delivery of such replacement Investor Note or payment of a destroyed, lost or stolen Investor Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of Section 8-303 of the UCC) for value of the original Investor Note in lieu of which such replacement Investor Note was issued presents for payment such original Investor Note, the Issuer, the Transfer Agent and Registrar and the Indenture Trustee shall be entitled to recover such replacement Investor Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Investor Note from such Person to whom such replacement Investor Note was delivered or any assignee of such Person, except a protected purchaserpurchaser for value, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar or the Indenture Trustee in connection therewith. In connection with the issuance of any new Investor Note under this Section 2.5, the Indenture Trustee or the Transfer Agent and Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrar) connected therewith. Any duplicate Investor Note issued pursuant to this Section 2.5 shall constitute an original contractual obligation of the Issuer whether or not the lost, stolen or destroyed note shall be found at any time.

Appears in 2 contracts

Sources: Base Indenture (PHH Corp), Base Indenture (Greyhound Funding LLC)

Mutilated, Destroyed, Lost or Stolen Notes. If Subject to UCC § 8-405, if (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Indenture Trustee harmless, then provided then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that the requirements of Section 8-405 of the UCC are metsuch Note has been acquired by a protected purchaser, the Issuer shall execute execute, and after the Issuer has executed, upon its request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amountreplacement Note; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven (7) days shall be due and payable, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.54.03, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and RegistrarTrustee) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 4.03 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 4.03 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Sources: Indenture (American Capital Strategies LTD), Indenture (American Capital Strategies LTD)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Indenture Trustee harmless, then provided then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that the requirements of Section 8-405 of the UCC are metsuch Note has been acquired by a protected purchaser, the Issuer shall execute execute, and after the Issuer has executed, upon its request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note of the same Class. In connection with the issuance of any new Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Noteunder this Section 2.05, the Issuer may pay require payment by the Holder of such destroyed, lost Note of a sum sufficient to cover any tax or stolen Note when so due or payable without surrender thereofother governmental charge that may be imposed in relation thereto. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentenceNote, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was 5 (Nissan 2014-A Indenture) delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with the issuance of any new Note under this Section 2.5, the Indenture Trustee or the Transfer Agent and Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 2.05 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section 2.05 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables 2014-a Owner Trust), Indenture (Nissan Auto Receivables 2014-a Owner Trust)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Indenture Trustee harmless, then provided then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that the requirements of Section 8-405 of the UCC are metsuch Note has been acquired by a protected purchaser, the Issuer shall execute execute, and after the Issuer has executed, upon its request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note of the same Class. In connection with the issuance of any new Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Noteunder this Section 2.05, the Issuer may pay require payment by the Holder of such destroyed, lost Note of a sum sufficient to cover any tax or stolen Note when so due or payable without surrender thereofother governmental charge that may be imposed in relation thereto. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentenceNote, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was 5 (Nissan 2015-A Indenture) delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with the issuance of any new Note under this Section 2.5, the Indenture Trustee or the Transfer Agent and Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 2.05 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section 2.05 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables Corp Ii), Indenture (Nissan Auto Receivables Corp Ii)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) If: (i) any mutilated Note is surrendered to the Transfer Agent and Registrar, Indenture Trustee or the Transfer Agent and Registrar Indenture Trustee receives evidence to its reasonable satisfaction of the destruction, loss or theft of any Note and and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them harmless, then provided that hold the requirements of Section 8-405 of the UCC are metIssuer, the Issuer shall execute Noteholders and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless harmless, then, in the absence of notice to the Issuer, the Transfer Agent and Registrar is different from or the Indenture TrusteeTrustee that such Note has been acquired by a bona fide purchaser, in which case the Transfer Agent Issuer will execute, and Registrar shall) deliver (in compliance with applicable law)the Indenture Trustee will authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor (including the same date of issuance) and aggregate principal amount, bearing a number not contemporaneously outstanding; provided, however, that if any such mutilated, destroyed, lost or stolen Note, but not a mutilated Note, shall have Note has become or within seven days shall will be due and payable, or has been selected or called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof, except that any mutilated Note will be surrendered. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected bona fide purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall will be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected bona fide purchaser, and shall will be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with The Indenture Trustee may rely upon, and will be fully protected in relying upon, the Issuer's execution of a new Note as proof of the Issuer's failure to receive any notice that such lost or stolen Note was acquired by a bona fide purchaser. (b) Upon the issuance of any new replacement Note under this Section 2.5Section, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and or the Transfer Agent and Registrar) connected therewith. Any duplicate . (c) Every replacement Note issued pursuant to this Section 2.5 shall in replacement of any mutilated, destroyed, lost or stolen Note will constitute complete and indefeasible evidence of an original contractual obligation of the Issuer Issuer, as if originally issued, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note shall be Note is found at any time, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. (d) The provisions of this Section are exclusive and preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Sources: Indenture (Ford Credit Floorplan Corp), Indenture (Ford Credit Floorplan LLC)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Indenture Trustee harmless, then provided then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that the requirements of Section 8-405 of the UCC are metsuch Note has been acquired by a protected purchaser, the Issuer shall execute execute, and after the Issuer has executed, upon its request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note of the 5 (NAROT 2016-B Indenture) same Class. In connection with the issuance of any new Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Noteunder this Section 2.05, the Issuer may pay require payment by the Holder of such destroyed, lost Note of a sum sufficient to cover any tax or stolen Note when so due or payable without surrender thereofother governmental charge that may be imposed in relation thereto. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentenceNote, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with the issuance of any new Note under this Section 2.5, the Indenture Trustee or the Transfer Agent and Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 2.05 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section 2.05 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables 2016-B Owner Trust), Indenture (Nissan Auto Receivables 2016-B Owner Trust)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any mutilated Note is surrendered to the Transfer Agent and Indenture Trustee or the Note Registrar, or the Transfer Agent and Indenture Trustee or the Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (b) in case of destruction, loss or theft there is delivered to the Transfer Agent and Registrar and the Indenture Trustee or the Note Registrar, as the case may be, such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer, the Depositor, the Note Registrar and the Indenture Trustee harmless, then provided then, in the absence of written notice to the Issuer, the Depositor, the Note Registrar or the Indenture Trustee that the requirements of Section 8-405 such Note has been acquired by a “protected purchaser” (as contemplated by Article 8 of the UCC are metUCC), the Issuer shall execute execute, and after the upon Issuer has executed, Order the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor and aggregate principal amount, bearing a number not contemporaneously outstanding; provided, however, that if any such mutilated, destroyed, lost or stolen Note, but not a mutilated Note, Note shall have become or within seven (7) days shall be due and payable, or shall have been selected or called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof, except that any mutilated Note shall be surrendered. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser purchaser” (within the meaning of Section 8-303 as contemplated by Article 8 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser” (as contemplated by Article 8 of the UCC), and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with the issuance of any new replacement Note under this Section 2.52.06, the Issuer, the Indenture Trustee or the Transfer Agent and Note Registrar may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the reasonable fees and expenses of the Indenture Trustee and or the Transfer Agent and Note Registrar) connected therewith. Any duplicate replacement Note issued pursuant to this Section 2.5 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original contractual obligation complete and indefeasible evidence of a debt of the Issuer Issuer, as if originally issued, whether or not the lostdestroyed, lost or stolen or destroyed note Note shall be found at any time, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.06 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Sources: Indenture (Springleaf Holdings, Inc.), Indenture (Springleaf Finance Corp)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any a mutilated Note is surrendered to the Transfer Agent and RegistrarRegistrar or if the Holder of a Note claims that the Note has been lost, destroyed or wrongfully taken, the Transfer Agent and Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note and (b) there is delivered to the Transfer Agent and Registrar Issuer shall issue and the Indenture Trustee such security or indemnity as may be reasonably required by them to save each of them harmless, then provided that shall authenticate a replacement Note if the requirements of Section 8-405 of the UCC are met, such that the Holder (a) satisfies the Issuer shall execute and the Trustee that such Note has been lost, destroyed or wrongfully taken within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and the Registrar has not registered a transfer prior to receiving such notification, (b) makes such request to the Issuer has executed, and the Indenture Trustee shall authenticate prior to the Note being acquired by a protected purchaser as defined in Section 8-303 of the UCC (a “protected purchaser”) and (unless c) satisfies any other reasonable requirements of the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law), in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentenceNote, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of for which such replacement Note was issued presents for payment or registration such original replaced Note, the Issuer, Trustee and/or the Transfer Agent and Registrar and the Indenture Trustee Issuer shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was issued and delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. Such Holder shall furnish an indemnity bond sufficient in the judgment of (i) the Trustee to protect the Trustee and (ii) the Issuer to protect the Issuer, the Trustee, the Paying Agent and the Registrar, from any loss which any of them may suffer if a Note is replaced, and, in the absence of notice to the Issuer, any Guarantor or the Trustee that such Note has been acquired by a protected purchaser, the Issuer shall execute, and upon receipt of an Issuer Order, the Trustee shall authenticate and make available for delivery, in exchange for any such mutilated Note or in lieu of any such destroyed, lost or stolen Note, a new Note of like tenor and principal amount, bearing a number not contemporaneously outstanding. In connection with case any such mutilated, destroyed, lost or stolen Note has become or is about to become due and payable, the Issuer in its discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.52.7, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment of that such Holder pay a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of counsel and of the Indenture Trustee and the Transfer Agent and RegistrarTrustee) connected in connection therewith. Any duplicate Subject to the proviso in the initial paragraph of this Section 2.7, every new Note issued pursuant to this Section 2.5 2.7, in lieu of any mutilated, destroyed, lost or stolen Note, shall constitute an original additional contractual obligation of the Issuer Issuer, any Guarantor (if applicable) and any other obligor upon the Notes, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.7 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Sources: Indenture (KOHLS Corp), Indenture (Nordstrom Inc)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Indenture Trustee harmless, then provided then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that the requirements of Section 8-405 of the UCC are metsuch Note has been acquired by a protected purchaser, the Issuer shall execute execute, and after the Issuer has executed, upon its request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note of the same Class. In connection with the issuance of any new Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Noteunder this Section 2.05, the Issuer may pay require payment by the Holder of such destroyed, lost Note of a sum sufficient to cover any tax or stolen Note when so due or payable without surrender thereofother governmental charge that may be imposed in relation thereto. 5 (NAROT 2016-C Indenture) If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentenceNote, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with the issuance of any new Note under this Section 2.5, the Indenture Trustee or the Transfer Agent and Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 2.05 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section 2.05 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables 2016-C Owner Trust), Indenture (Nissan Auto Receivables 2016-C Owner Trust)

Mutilated, Destroyed, Lost or Stolen Notes. (a) If (ai) any mutilated Note is surrendered to the Transfer Agent and Registrar, Indenture Trustee or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them the Indenture Trustee to save hold each of them the Issuer and the Indenture Trustee harmless, then provided then, in the absence of actual notice to the Issuer or the Indenture Trustee that the requirements of Section 8-405 of the UCC are metsuch Note has been acquired by a protected purchaser, the Issuer shall execute execute, and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)upon an Issuer Order, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note or Notes of like the same tenor and aggregate Class and principal amountbalance bearing a number not contemporaneously outstanding; provided, however, that if any such destroyedmutilated, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable shall have become subject to receipt of payment in full, instead of issuing a new Note, the Indenture Trustee may make a payment with respect to such Note without surrender thereof, except that any mutilated Note shall be surrendered. If, after the delivery of such replacement new Note or payment of with respect to a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement new Note was issued presents for payment receipt of payments such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement new Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement new Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and each of the Issuer and the Indenture Trustee shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, damage or cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with . (b) Upon the issuance of any new Note under this Section 2.52.09, the Issuer or the Indenture Trustee or the Transfer Agent and Registrar may require the payment of a sum sufficient to cover any tax Tax or other governmental charge that may be imposed in relation thereto and any other expenses thereto. (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrarc) connected therewith. Any duplicate Every new Note issued pursuant to this Section 2.5 2.09 in lieu of any destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostsuch destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. (d) The provisions of this Section 2.09 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment with respect to mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Sources: Indenture (Sunnova Energy International Inc.), Indenture (Sunnova Energy International Inc.)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Indenture Trustee harmless, then provided then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that the requirements of Section 8-405 of the UCC are metsuch Note has been acquired by a protected purchaser, the Issuer shall execute execute, and after the Issuer has executed, upon its request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note of the 6 (NAROT 2017-B Indenture) same Class. In connection with the issuance of any new Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Noteunder this Section 2.05, the Issuer may pay require payment by the Holder of such destroyed, lost Note of a sum sufficient to cover any tax or stolen Note when so due or payable without surrender thereofother governmental charge that may be imposed in relation thereto. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentenceNote, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with the issuance of any new Note under this Section 2.5, the Indenture Trustee or the Transfer Agent and Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 2.05 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section 2.05 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables 2017-B Owner Trust), Indenture (Nissan Auto Receivables 2017-B Owner Trust)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Indenture Trustee harmless, then provided then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that the requirements of Section 8-405 such Note has been acquired by a “protected purchaser” (as contemplated by Article Eight of the UCC are metUCC), the Issuer shall execute execute, and after the Issuer has executed, upon its request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note of the same Class. In connection with the issuance of any new Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Noteunder this Section, the Issuer may pay require payment by the Holder of such destroyed, lost Note of a sum sufficient to cover any tax or stolen Note when so due or payable without surrender thereofother governmental charge that may be imposed in relation thereto. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentenceNote, a protected purchaser purchaser” (within the meaning of Section 8-303 as contemplated by Article Eight of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser” (as contemplated by Article Eight of the UCC), and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with the issuance of any new Note under this Section 2.5, the Indenture Trustee or the Transfer Agent and Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Sources: Indenture (Toyota Lease Trust), Indenture (Toyota Lease Trust)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Indenture Trustee harmless, then provided then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that the requirements of Section 8-405 of the UCC are metsuch Note has been acquired by a protected purchaser, the Issuer shall execute execute, and after the Issuer has executed, upon its request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note of the same Class. In connection with the issuance of any new Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Noteunder this Section 2.05, the Issuer may pay require payment by the Holder of such destroyed, lost Note of a sum sufficient to cover any tax or stolen Note when so due or payable without surrender thereofother governmental charge that may be imposed in relation thereto. 5 (Nissan 2015-C Indenture) If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentenceNote, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with the issuance of any new Note under this Section 2.5, the Indenture Trustee or the Transfer Agent and Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 2.05 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section 2.05 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables 2015-C Owner Trust), Indenture (Nissan Auto Receivables 2015-C Owner Trust)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its reasonable satisfaction of the destruction, loss or theft of any Note Note, and (bii) in case of destruction, loss, or theft there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer, the Noteholders, the Transfer Agent, the Registrar and the Indenture Trustee harmless, then provided then, in the absence of notice to the Issuer, the Transfer Agent and Registrar or the Indenture Trustee that the requirements of Section 8-405 of the UCC are metsuch Note has been acquired by a Protected Purchaser, the Issuer shall execute execute, and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor (including the same date of issuance) and aggregate principal amount, bearing a number not contemporaneously outstanding; provided, however, that if any such mutilated, destroyed, lost or stolen Note, but not a mutilated Note, Note shall have become or within seven days shall be due and payable, or shall have been selected or called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof, except that any mutilated Note shall be surrendered. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of Section 8-303 of the UCC) Protected Purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaserProtected Purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.5Section, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and or the Transfer Agent and Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original contractual obligation complete and indefeasible evidence of debt of the Issuer Trust, as if originally issued, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any time, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Sources: Master Indenture (Nordstrom Credit Inc), Master Indenture (Bon Ton Stores Inc)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any mutilated Investor Note (together, in the case of Bearer Notes, with all unmatured Coupons, if any, appertaining thereto) is surrendered to the Transfer Agent and Registrar, or the Transfer Agent and Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Investor Note and (b) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them to save each of them harmless, then provided that the requirements of Section 8-405 of the UCC are met, the Issuer shall execute and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law), in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Investor Note, a new Investor Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Investor Note, but not a mutilated Investor Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Investor Note, the Issuer may pay such destroyed, lost or stolen Investor Note when so due or payable without surrender thereof. If, after the delivery of such replacement Investor Note or payment of a destroyed, lost or stolen Investor Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Investor Note in lieu of which such replacement Investor Note was issued presents for payment such original Investor Note, the Issuer, the Transfer Agent and Registrar and the Indenture Trustee shall be entitled to recover such replacement Investor Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Investor Note from such Person to whom such replacement Investor Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar or the Indenture Trustee in connection therewith. In connection with the issuance of any new Investor Note under this Section 2.5, the Indenture Trustee or the Transfer Agent and Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrar) connected therewith. Any duplicate Investor Note issued pursuant to this Section 2.5 shall constitute an original contractual obligation of the Issuer whether or not the lost, stolen or destroyed note shall be found at any time.

Appears in 2 contracts

Sources: Base Indenture (PHH Corp), Base Indenture (PHH Corp)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Indenture Trustee harmless, then provided then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that the requirements of Section 8-405 of the UCC are metsuch Note has been acquired by a protected purchaser, the Issuer shall execute execute, and after the Issuer has executed, upon its request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note of the same Class. In connection with the issuance of any new Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Noteunder this Section 2.05, the Issuer may pay require payment by the Holder of such destroyed, lost Note of a sum sufficient to cover any tax or stolen Note when so due or payable without surrender thereofother governmental charge that may be imposed in relation thereto. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentenceNote, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be 5 (Nissan 2014-B Indenture) entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with the issuance of any new Note under this Section 2.5, the Indenture Trustee or the Transfer Agent and Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 2.05 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section 2.05 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables 2014-B Owner Trust), Indenture (Nissan Auto Receivables 2014-B Owner Trust)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any If a mutilated Note is surrendered to the Transfer Agent and Registrar, Indenture Trustee or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note and (b) there is delivered to a Note, then the Transfer Agent and Registrar and Issuer will execute and, upon Issuer Request, the Indenture Trustee such will authenticate and deliver a replacement Note of the same Class and principal amount in exchange for or in lieu of the Note so long as (i) the Indenture Trustee receives the security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Indenture Trustee harmless, then provided (ii) none of the Issuer, the Note Registrar or the Indenture Trustee have received notice that the Note has been acquired by a protected purchaser, as defined in Section 8-303 of the UCC and (iii) the requirements of Section 8-405 of the UCC are met. However, the Issuer shall execute and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law), in exchange for or in lieu of if any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Note, (but not a mutilated Note, shall have become or within seven days shall be ) is due and payablepayable within 15 days or has been called for redemption, instead of issuing a replacement Note, the Issuer may pay such the destroyed, lost or stolen Note when so due or payable or upon the Redemption Date without surrender thereofof the Note. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, If a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such the replacement Note was issued (or payment made) presents for payment such the original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall will be entitled to recover such the replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such the replacement Note (or payment) from such the Person to whom such the replacement Note (or payment) was delivered or any assignee of such the Person, except a protected purchaser, and shall will be entitled to recover upon the security or indemnity provided therefor to for the extent of replacement Note (or payment) for any cost, expense, loss, damage, cost claim or expense liability incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with for the replacement Note (or payment). (b) Upon the issuance of any new replacement Note under this Section 2.52.5(a), the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment Noteholder of a sum the Note to pay an amount sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses incurred for the replacement Note. (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrarc) connected therewith. Any duplicate Each replacement Note issued pursuant to this under Section 2.5 shall 2.5(a) will constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen Note will be enforceable by anyone and, except as otherwise provided in this Indenture, will be entitled to all the benefits of this Indenture equally and proportionately with all other Notes of the same Class duly issued under this Indenture. (d) This Section 2.5 is exclusive and precludes (to the extent lawful) all other rights and remedies for the replacement or destroyed note shall be found at any timepayment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Sources: Indenture (Ford Credit Auto Owner Trust 2014-B), Indenture (Ford Credit Auto Owner Trust 2014-B)

Mutilated, Destroyed, Lost or Stolen Notes. (a) If (ai) any mutilated Note (together, in the case of Bearer Notes, with all unmatured Coupons, if any, appertaining thereto) is surrendered to the Transfer Agent and Registrar, or the Transfer Agent and Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them to save each hold the Transfer Agent and Registrar and the Trustee harmless then, in the absence of them harmlessnotice to the Trustee that such Note has been acquired by a bona fide purchaser, then and provided that the requirements of Section 8-405 of the UCC (which generally permit the Issuer to impose reasonable requirements) are metmet then, the Issuer shall execute and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law), in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor and aggregate principal amountbalance; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payablepayable or shall have been called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected bona fide purchaser (within the meaning of Section 8-303 of the UCC) for value of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaserbona fide purchaser for value, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the IssuerIssuer or the Trustee in connection therewith. (b) Upon the issuance of any replacement Note under this Section 2.10, the Transfer Agent and Registrar or the Indenture Trustee in connection therewith. In connection with the issuance of any new Note under this Section 2.5, the Indenture Trustee or the Transfer Agent and Registrar may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrar) connected therewith. . (c) Any duplicate Note issued pursuant to this Section 2.5 2.10 shall constitute an original complete and indefeasible evidence of contractual debt obligation of the Issuer Issuer, as if originally issued, whether or not the lost, stolen or destroyed note Note shall be found at any time. (d) Every replacement Note issued pursuant to this Section 2.10 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional Contractual Obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. (e) The provisions of this Section 2.10 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Sources: Base Indenture (CHS Inc), Base Indenture (CHS Inc)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Indenture Trustee harmless, then provided then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that the requirements of Section 8-405 of the UCC are metsuch Note has been acquired by a protected purchaser, the Issuer shall execute execute, and after the Issuer has executed, upon its request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note of the same Class. In connection with the issuance of any new Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Noteunder this Section 2.05, the Issuer may pay require payment by the Holder of such destroyed, lost Note of a sum sufficient to cover any tax or stolen Note when so due or payable without surrender thereofother governmental charge that may be imposed in relation thereto. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentenceNote, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was 5 (Nissan 2013-C Indenture) delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with the issuance of any new Note under this Section 2.5, the Indenture Trustee or the Transfer Agent and Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 2.05 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section 2.05 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables 2013-C Owner Trust), Indenture (Nissan Auto Receivables 2013-C Owner Trust)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any a mutilated Note is surrendered to the Transfer Agent and RegistrarRegistrar or if the Holder of a Note claims that the Note has been lost, destroyed or wrongfully taken, the Transfer Agent and Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note and (b) there is delivered to the Transfer Agent and Registrar Issuer shall issue and the Indenture Trustee such security or indemnity as may be reasonably required by them to save each of them harmless, then provided that shall authenticate a replacement Note if the requirements of Section 8-405 of the UCC are met, such that the Holder (a) satisfies the Issuer shall execute and the Trustee that such Note has been lost, destroyed or wrongfully taken within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and the Registrar has not registered a transfer prior to receiving such notification, (b) makes such request to the Issuer has executed, and the Indenture Trustee shall authenticate prior to the Note being acquired by a protected purchaser as defined in Section 8-303 of the UCC (a “protected purchaser”) and (unless c) satisfies any other reasonable requirements of the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law), in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentenceNote, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of for which such replacement Note was issued presents for payment or registration such original replaced Note, the Issuer, Trustee and/or the Transfer Agent and Registrar and the Indenture Trustee Issuer shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was issued and delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. Such Holder shall furnish an indemnity bond sufficient in the judgment of (i) the Trustee to protect the Trustee and (ii) the Issuer to protect the Issuer, the Trustee, the Paying Agent and the Registrar, from any loss which any of them may suffer if a Note is replaced, and, in the absence of notice to the Issuer, any Guarantor or the Trustee that such Note has been acquired by a protected purchaser, the Issuer shall execute, and upon receipt of an Issuer Order, the Trustee shall authenticate and make available for delivery, in exchange for any such mutilated Note or in lieu of any such destroyed, lost or stolen Note, a new Note of like tenor and principal amount, bearing a number not contemporaneously outstanding. In connection with case any such mutilated, destroyed, lost or stolen Note has become or is about to become due and payable, the Issuer in its discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.52.7, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment of that such Holder pay a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of counsel and of the Indenture Trustee and the Transfer Agent and RegistrarTrustee) connected in connection therewith. Any duplicate Subject to the proviso in the initial paragraph of this Section 2.7, every new Note issued pursuant to this Section 2.5 2.7, in lieu of any mutilated, destroyed, lost or stolen Note, shall constitute an original additional contractual obligation of the Issuer Issuer, any Guarantor (if applicable) and any other obligor upon the Notes, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.7 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Sources: Indenture (J C Penney Co Inc), Indenture (J C Penney Co Inc)

Mutilated, Destroyed, Lost or Stolen Notes. If Subject to UCC § 8–405, if (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Indenture Trustee harmless, then provided then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that the requirements of Section 8-405 of the UCC are metsuch Note has been acquired by a protected purchaser, the Issuer shall execute execute, and after the Issuer has executed, upon its request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amountreplacement Note; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven (7) days shall be due and payable, or shall have been called for repurchase, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable or upon the Repurchase Date without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.54.03, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and RegistrarTrustee) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 4.03 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 4.03 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Sources: Indenture (Capitalsource Inc), Indenture (Capitalsource Inc)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Indenture Trustee harmless, then then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a "protected purchaser" (as contemplated by Article 8 of the UCC), and provided that the requirements of Section 8-405 of the UCC are met, the Issuer shall execute and after the Issuer has executed, upon its written request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amountreplacement Note; provided, however, provided that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, or shall have been called for redemption, instead of issuing a replacement Note, the Issuer may upon delivery of the security or indemnity herein required pay such destroyed, lost or stolen Note when so due or payable or upon the Redemption Date without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a "protected purchaser purchaser" (within the meaning of Section 8-303 as contemplated by Article 8 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a "protected purchaser" (as contemplated by Article 8 of the UCC), and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.5, the Issuer or the Indenture Trustee or the Transfer Agent and Registrar may require the payment by the Noteholder of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and or the Transfer Agent and Note Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer whether or not the lostIssuer, stolen or destroyed note and shall be found at entitled to all the benefits of this Indenture equally and proportionately with any timeand all other Notes duly issued hereunder. The provisions of this Section 2.5 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 2 contracts

Sources: Indenture (Volkswagen Public Auto Loan Securitization LLC), Indenture (Vw Credit Leasing LTD)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (b) in case of destruction, loss, or theft there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold Issuer, the Noteholders, Indenture Trustee and Transfer Agent and Registrar harmless, then provided then, in the absence of notice to Issuer, Transfer Agent and Registrar or Indenture Trustee that the requirements of such Note has been acquired by a protected purchaser (as defined in Section 8-405 303 of the UCC are metas in effect in the State of Illinois), the Issuer shall execute execute, and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor (including the same date of issuance) and aggregate principal amount, bearing a number not contemporaneously outstanding; providedPROVIDED, howeverHOWEVER, that if any such mutilated, destroyed, lost or stolen Note, but not a mutilated Note, Note shall have become or within seven (7) days shall be due and payable, or shall have been selected or called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof, except that any mutilated Note shall be surrendered. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of as defined in Section 8-303 of the UCCUCC as in effect in the State of Illinois) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent Issuer and Registrar and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.5SECTION 2.6, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and the or Transfer Agent and Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 SECTION 2.6 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute complete and indefeasible evidence of an original contractual obligation of the Issuer Trust, as if originally issued, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any time, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this SECTION 2.6 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Master Indenture (World Financial Network Credit Card Master Trust)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any a mutilated Note is surrendered to the Transfer Agent and RegistrarRegistrar or if the Holder of a Note claims that the Note has been lost, destroyed or wrongfully taken, the Transfer Agent and Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note and (b) there is delivered to the Transfer Agent and Registrar Issuer shall issue and the Indenture Trustee such security or indemnity as may be reasonably required by them to save each of them harmless, then provided that Agent shall authenticate a replacement Note if the requirements of Section 8-405 of the UCC Uniform Commercial Code are met, such that the Holder (a) satisfies the Issuer shall execute or the Agent that such Note has been lost, destroyed or wrongfully taken within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and after the Registrar has not registered a transfer prior to receiving such notification, (b) makes such request to the Issuer has executed, or Agent prior to the Indenture Trustee shall authenticate Note being acquired by a protected purchaser as defined in Section 8-303 of the Uniform Commercial Code (a “protected purchaser”) and (unless c) satisfies any other reasonable requirements of the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law), in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amountAgent; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentenceNote, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of for which such replacement Note was issued presents for payment or registration such original replaced Note, the Issuer, Agent or the Transfer Agent and Registrar and the Indenture Trustee Issuer shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was issued and delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee Agent in connection therewith. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Issuer and the Agent to protect the Issuer, the Agent, the Paying Agent and the Registrar from any loss which any of them may suffer if a Note is replaced, and, in the absence of notice to the Issuer, any Guarantor or the Agent that such Note has been acquired by a protected purchaser, the Issuer shall execute, and upon receipt of an Issuer Order, the Agent shall authenticate and make available for delivery, in exchange for any such mutilated Note or in lieu of any such destroyed, lost or stolen Note, a new Note of like tenor and principal amount, bearing a number not contemporaneously outstanding. In connection with case any such mutilated, destroyed, lost or stolen Note has become or is about to become due and payable, the Issuer in its discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.52.9, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment of that such Holder pay a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of counsel and of the Indenture Trustee and the Transfer Agent and RegistrarAgent) connected in connection therewith. Any duplicate Subject to the proviso in the initial paragraph of this Section 2.9, every new Note issued pursuant to this Section 2.5 in lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, any Guarantor (if applicable) and any other obligor upon the Notes, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.9 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (Cumulus Media Inc)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any ------------------------------------------ mutilated Note is surrendered to the Transfer Agent and Note Registrar, or the Transfer Agent and Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer, the Note Registrar and the Indenture Trustee harmless, then then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, and provided that the requirements of Section 8-405 of the UCC are met, the Issuer Owner Trustee, on behalf of the Issuer, shall execute execute, and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of the same Class and like tenor (including the same date of issuance) and aggregate equal principal amount; , provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, or shall have been called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable or upon the Redemption Date without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected bona fide purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Note Registrar and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Note Registrar or the Indenture Trustee in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.54.03, the Indenture Trustee or the Transfer Agent and Registrar may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and or the Transfer Agent and Note Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 4.03 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 4.03 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (Ml Asset Backed Corp)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) If: (i) any mutilated Note is surrendered to the Transfer Agent and Registrar, Indenture Trustee or the Transfer Agent and Registrar Indenture Trustee receives evidence to its reasonable satisfaction of the destruction, loss or theft of any Note and and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them harmless, then provided that hold the requirements of Section 8-405 of the UCC are metIssuer, the Issuer shall execute Noteholders and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless harmless, then, in the absence of notice to the Issuer, the Transfer Agent and Registrar is different from or the Indenture TrusteeTrustee that such Note has been acquired by a bona fide purchaser, in which case the Transfer Agent Issuer will execute, and Registrar shall) deliver (in compliance with applicable law)the Indenture Trustee will authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor (including the same date of issuance) and aggregate principal amount, bearing a number not contemporaneously outstanding; provided, however, that if any such mutilated, destroyed, lost or stolen Note, but not a mutilated Note, shall have Note has become or within seven days shall will be due and payable, or has been selected or called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof, except that any mutilated Note will be surrendered. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected bona fide purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall will be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected bona fide purchaser, and shall will be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with . (b) Upon the issuance of any new replacement Note under this Section 2.5Section, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and or the Transfer Agent and Registrar) connected therewith. Any duplicate . (c) Every replacement Note issued pursuant to this Section 2.5 shall in replacement of any mutilated, destroyed, lost or stolen Note will constitute complete and indefeasible evidence of an original contractual obligation of the Issuer Issuer, as if originally issued, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note shall be Note is found at any time, and will be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. (d) The provisions of this Section are exclusive and preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (Ford Credit Auto Receivables LLC)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any mutilated Note is surrendered to the Transfer Agent and Registrar, or the Transfer Agent and Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (b) in case of destruction, loss, or theft there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold Issuer, the Noteholders, Indenture Trustee and Transfer Agent and Registrar harmless, then provided then, in the absence of notice to Issuer, Transfer Agent and Registrar or Indenture Trustee that the requirements of such Note has been acquired by a protected purchaser (as defined in Section 8-405 303 of the UCC are metas in effect in the State of New York), the Issuer shall execute execute, and after the Issuer has executed, the Indenture Trustee shall authenticate (or an authenticating agent on behalf of Indenture Trustee as provided in Section 2.4) and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor (including the same date of issuance) and aggregate principal amount, bearing a number not contemporaneously outstanding; provided, however, that if any such mutilated, destroyed, lost or stolen Note, but not a mutilated Note, Note shall have become or within seven (7) days shall be due and payable, or shall have been selected or called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof, except that any mutilated Note shall be surrendered. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of as defined in Section 8-303 of the UCCUCC as in effect in the State of New York) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent Issuer and Registrar and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.52.6, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and the or Transfer Agent and Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 2.6 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute complete and indefeasible evidence of an original contractual obligation of the Issuer Trust, as if originally issued, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any time, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.6 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Master Indenture (Alliance Data Systems Corp)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any mutilated Note is surrendered to the Transfer Agent and Registrar, or the Transfer Agent and Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note and (b) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them to save each of them harmless, then provided that the requirements of Section 8-405 of the UCC are met, the Issuer shall execute and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law), in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven (7) days shall be due and payable, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar or the Indenture Trustee in connection therewith. In connection with the issuance of any new Note under this Section 2.5, the Indenture Trustee or the Transfer Agent and Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrar) connected therewith. Any duplicate Note issued pursuant to this Section 2.5 shall constitute an original contractual obligation of the Issuer whether or not the lost, stolen or destroyed note shall be found at any time.

Appears in 1 contract

Sources: Base Indenture (Enova International, Inc.)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar Indenture Trustee [and the Indenture Trustee Note Insurer] such security or indemnity as may reasonably be reasonably required by them it to save each of them hold the Issuer, [the Note Insurer] and the Indenture Trustee harmless, then provided then, in the absence of notice to the Issuer, the Note Registrar, [the Note Insurer] or the Indenture Trustee that the requirements of Section 8-405 such Note has been acquired by a bona fide purchaser, an Authorized Officer of the UCC are met, Owner Trustee or the Administrator on behalf of the Issuer shall execute execute, and after the Issuer has executed, upon its request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor and aggregate principal amountthe same Class; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, or shall have been called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable or upon the Redemption Date without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected bona fide purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, [the Transfer Agent and Registrar Note Insurer] and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, [the Transfer Agent and Registrar Note Insurer] or the Indenture Trustee in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.5Section, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment by the Holder of such Note, [other than the Note Insurer], of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and RegistrarTrustee) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (Aegis Asset Backed Securities Corp)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its reasonable satisfaction of the destruction, loss or theft of any Note Note, and (bii) in case of destruction, loss, or theft there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer, the Noteholders, the Transfer Agent, the Registrar and the Indenture Trustee harmless, then provided then, in the absence of notice to the Issuer, the Transfer Agent and Registrar or the Indenture Trustee that the requirements of Section 8-405 of the UCC are metsuch Note has been acquired by a Protected Purchaser, the Issuer shall execute execute, and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor (including the same date of issuance) and aggregate principal amount, bearing a number not contemporaneously outstanding; provided, however, that if any such mutilated, destroyed, lost or stolen Note, but not a mutilated Note, Note shall have become or within seven days shall be due and payable, or shall have been selected or called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof, except that any mutilated Note shall be surrendered. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of Section 8-303 of the UCC) Protected Purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaserProtected Purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.5Section, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and or the Transfer Agent and Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original contractual obligation complete and indefeasible evidence of debt of the Issuer Trust, as if originally issued, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any time, and shall be entitled to all the benefits of this Master Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Master Indenture (Nordstrom Inc)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarTrustee, or the Transfer Agent and Registrar Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity indemnit as may be reasonably required by them it to save each of them hold the Issuer and the Trustee harmless, then then, in the absence of notice to the Issuer, the Note Registrar or the Trustee that such Note has been acquired by a bona fide purchaser, and provided that the requirements of Section 8-405 of the UCC are met, the Issuer shall execute and after upon its request the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amountreplacement Note; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, or shall have been called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable or upon the Redemption Date without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected bona fide purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.5Section, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and RegistrarTrustee) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (Barnett Auto Receivables Corp)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any If a mutilated Note is surrendered to the Transfer Agent and Registrar, Indenture Trustee or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note and (b) there is delivered to a Note, then the Transfer Agent and Registrar and Issuer will execute and, upon Issuer Request, the Indenture Trustee will authenticate and deliver a replacement Note of the same principal amount in exchange for or in lieu of such Note so long as (i) the Indenture Trustee receives such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Indenture Trustee harmless, then provided (ii) none of the Issuer, the Note Registrar or the Indenture Trustee have received notice that such Note has been acquired by a protected purchaser, as defined in Section 8-303 of the applicable UCC and (iii) the requirements of Section 8-405 of the applicable UCC are met. However, the Issuer shall execute and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law), in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Note, Note (but not a mutilated Note, shall have become or within seven days shall be ) is due and payablepayable within fifteen (15) days or has been called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable or upon the Payment Date on which the Note has been redeemed pursuant to Section 3.13 without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, Note. If a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued (or such payment made) presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall will be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note (or such payment) from such Person to whom such replacement Note (or such payment) was delivered or any assignee of such Person, except a protected purchaser, and shall will be entitled to recover upon the security or indemnity provided therefor to the extent of for such replacement Note (or such payment) for any cost, expense, loss, damage, cost claim or expense liability incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with such replacement Note (or such payment). (b) Upon the issuance of any new replacement Note under this Section 2.53.7(a), the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment Noteholder of a sum such Note to pay an amount sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses . (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrarc) connected therewith. Any duplicate Each replacement Note issued pursuant to this Section 2.5 shall 3.7(a) will constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen Note will be enforceable by anyone and, except as otherwise provided in this Indenture, will be entitled to all the benefits of this Indenture. (d) The provisions of this Section 3.7 are exclusive and preclude (to the extent lawful) all other rights and remedies with respect to the replacement or destroyed note shall be found at any timepayment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (Commercial Credit, Inc.)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any mutilated Note is surrendered to the Transfer Agent and Registrar, or the Transfer Agent and Registrar receives evidence to its reasonable satisfaction of the destruction, loss or theft of any Note Note, and (b) in case of destruction, loss, or theft there is delivered to the Indenture Trustee, the Note Administrator or the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as it may be reasonably required by them require to save each of them hold the Issuer, the Noteholders, the Transfer Agent and Registrar, the Note Administrator and the Indenture Trustee harmless, then provided then, in the absence of notice to the Issuer, the Transfer Agent and Registrar, the Note Administrator or the Indenture Trustee that such Note has been acquired by a “protected purchaser” (as defined in the requirements of Section 8-405 of the UCC are metNew York UCC), the Issuer shall execute execute, and after the Issuer has executed, the Indenture Trustee or an authenticating agent on its behalf shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)shall deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like class, tenor (including the same date of issuance) and aggregate principal amount, bearing a number not contemporaneously outstanding; provided, however, that if any such mutilated, destroyed, lost or stolen Note, but not a mutilated Note, Note shall have become or within seven (7) days shall be due and payable, or shall have been selected or called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof, except that any mutilated Note shall be surrendered. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser purchaser” (within as defined in the meaning of Section 8-303 of the New York UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Indenture Trustee and the Indenture Trustee Note Administrator shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser” (as defined in the New York UCC), and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Indenture Trustee or the Indenture Trustee Note Administrator in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.52.06, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Note Administrator, the Indenture Trustee and or the Transfer Agent and Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 2.06 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original contractual obligation complete and indefeasible evidence of debt of the Issuer Trust, as if originally issued, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any time, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.06 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Master Indenture (Compucredit Corp)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any a mutilated Note is surrendered to the Transfer Agent and RegistrarRegistrar or if the Holder of a Note claims that the Note has been lost, destroyed or wrongfully taken, the Transfer Agent and Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note and (b) there is delivered to the Transfer Agent and Registrar Company shall issue and the Indenture Trustee such security or indemnity as may be reasonably required by them to save each of them harmless, then provided that shall authenticate a replacement Note if the requirements of Section 8-405 of the UCC Uniform Commercial Code are met, such that the Issuer shall execute Noteholder (a) satisfies the Company or the Trustee that such Note has been lost, destroyed or wrongfully taken within a reasonable time after such Noteholder has notice of such loss, destruction or wrongful taking and after the Issuer Registrar has executednot registered a transfer prior to receiving such notification, (b) makes such request to the Indenture Company or Trustee shall authenticate prior to the Note being acquired by a protected purchaser as defined in Section 8-303 of the Uniform Commercial Code (a “protected purchaser”) and (unless c) satisfies any other reasonable requirements of the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law), in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentenceNote, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of for which such replacement Note was issued presents for payment or registration such original replaced Note, the Issuer, Trustee or the Transfer Agent and Registrar and the Indenture Trustee Company shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was issued and delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Company or the Indenture Trustee in connection therewith. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Company and the Trustee to protect the Company, the Trustee, the Paying Agent and the Registrar from any loss which any of them may suffer if a Note is replaced, and, in the absence of notice to the Company, any Guarantor or the Trustee that such Note has been acquired by a protected purchaser, the Company shall execute, and upon receipt of a Company Order the Trustee shall authenticate and make available for delivery, in exchange for any such mutilated Note or in lieu of any such destroyed, lost or wrongfully taken Note, a new Note of like tenor and principal amount, bearing a number not contemporaneously outstanding. In connection with case any such mutilated, destroyed, lost or wrongfully taken Note has become or is about to become due and payable, the Company in its discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.52.8, the Indenture Trustee or the Transfer Agent and Registrar Company may require the payment of that such Holder pay a sum sufficient to cover any transfer tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of counsel and of the Indenture Trustee and the Transfer Agent and RegistrarTrustee) connected in connection therewith. Any duplicate Subject to the proviso in the initial paragraph of this Section 2.8, every new Note issued pursuant to this Section 2.5 in lieu of any mutilated, destroyed, lost or wrongfully taken Note shall constitute an original additional contractual obligation of the Issuer Company, any Guarantor and any other obligor upon the Notes, whether or not the lostmutilated, stolen destroyed, lost or destroyed note wrongfully taken Note shall be found at any timetime enforceable by anyone, and shall be entitled to all benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.8 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or wrongfully taken Notes.

Appears in 1 contract

Sources: Indenture (Basic Energy Services Inc)

Mutilated, Destroyed, Lost or Stolen Notes. If If (a) any mutilated Note is surrendered to the Transfer Agent and Note Registrar, or the Transfer Agent and Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (b) in case of destruction, loss or theft there is delivered to the Transfer Agent and Registrar and Note Registrar, as the Indenture Trustee case may be, such security or indemnity as may be reasonably required by them it to save hold the Co-Issuers, the Note Registrar harmless, then, in the absence of written notice to the Co-Issuers or the Note Registrar that such Note has been acquired by a “protected purchaser” (as contemplated by Article 8 of the UCC), the Co-Issuers shall execute, and upon Issuer Order executed by each of them harmless, then provided that the requirements of Section 8Co-405 of the UCC are metIssuers, the Issuer shall execute and after the Issuer has executed, the Indenture Trustee Note Registrar shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor and aggregate principal amount, bearing a number not contemporaneously outstanding; provided, however, that if any such mutilated, destroyed, lost or stolen Note, but not a mutilated Note, Note shall have become or within seven (7) days shall be due and payable, or shall have been selected or called for redemption, instead of issuing a replacement Note, the Issuer Co-Issuers may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof, except that any mutilated Note shall be surrendered. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser purchaser” (within the meaning of Section 8-303 as contemplated by Article 8 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Co-Issuers and the Indenture Trustee Note Registrar Agent shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser” (as contemplated by Article 8 of the UCC), and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Co-Issuers or the Indenture Trustee Note Registrar in connection therewith. In connection with the issuance of any new replacement Note under this Section 2.52.06, the Indenture Trustee Co-Issuers or the Transfer Agent and Note Registrar may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the reasonable fees and expenses of the Indenture Trustee and the Transfer Agent and Note Registrar) connected therewith. Any duplicate replacement Note issued pursuant to this Section 2.5 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original contractual obligation complete and indefeasible evidence of a debt of the Issuer Co-Issuers, as if originally issued, whether or not the lostdestroyed, lost or stolen or destroyed note Note shall be found at any time, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.06 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (Springleaf Finance Corp)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer, the Owner Trustee and the Indenture Trustee harmless, then then, in the absence of notice to the Owner Trustee, the Note Registrar or the Indenture Trustee that such Note has been acquired by a "protected purchaser" (as contemplated by Article Eight of the UCC), and provided that the requirements of Section 8-405 of the UCC are met, the Owner Trustee shall execute, on behalf of the Issuer, and upon receipt of a Issuer shall execute and after the Issuer has executed, Request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amountreplacement Note; provided, however, that if any such destroyed, lost or stolen Note, Note (but not a mutilated Note, ) shall have become or within seven days shall be become due and payable, or shall have been called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable or upon the Redemption Date without the surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a "protected purchaser purchaser" (within the meaning of Section 8-303 as contemplated by Article Eight of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was 5 Indenture delivered or any assignee of such Person, except a "protected purchaser" (as contemplated by Article Eight of the UCC), and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.5Section, the Issuer or the Indenture Trustee or the Transfer Agent and Registrar may require the payment by the related Noteholder of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and or the Transfer Agent and Note Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (Nissan Auto Lease Trust 2003-A)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them to save each of them hold the Issuer and the Indenture Trustee harmless, then provided then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a protected purchaser, within the requirements meaning of Section § 8-405 303 of the UCC are metUCC, the Issuer shall execute and after the Issuer has executed, upon its request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor the same Class and aggregate principal amountdenomination; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, or shall have been called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable or upon the Redemption Date without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (purchaser, within the meaning of Section § 8-303 of the UCC) , of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon Upon the security or indemnity provided therefor to the extent issuance of any loss, damage, cost or expense incurred by the Issuerreplacement Note under this Section, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with the issuance of any new Note under this Section 2.5, the Indenture Trustee or the Transfer Agent and Registrar may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and or the Transfer Agent and Note Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (Harley-Davidson Motorcycle Trust 2009-4)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and Note Registrar, or the Transfer Agent and Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Note Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Note Registrar harmless, then then, in the absence of notice to the Issuer or the Note Registrar that such Note has been acquired by a bona fide purchaser, and provided that the requirements of Section 8-405 of the UCC are met, the Issuer shall execute execute, and after upon an Issuer Order the Issuer has executed, the Indenture Trustee Note Registrar shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor and aggregate principal amountthe same Class; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven fifteen (15) days shall be due and payable, or shall have been called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable or upon the Redemption Date without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentenceNote, a protected bona fide purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee Note Registrar shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee Note Registrar in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.5Section, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Note Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (Goldman Sachs Asset Backed Securities Corp)

Mutilated, Destroyed, Lost or Stolen Notes. (a) If (ai) any mutilated Note (together, in the case of Bearer Notes, with all unmatured Coupons, if any, appertaining thereto) is surrendered to the Transfer Agent and Registrar, or the Transfer Agent and Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them to save each hold the Transfer Agent and Registrar and the Trustee harmless then, in the absence of them harmless, then provided notice to the Trustee that the requirements of Section 8-405 of the UCC are metsuch Note has been acquired by a bona fide purchaser, the Issuer shall execute and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law), in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor and aggregate principal amountbalance; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payablepayable or shall have been called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected bona fide purchaser (within the meaning of Section 8-303 of the UCC) for value of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaserbona fide purchaser for value, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the IssuerIssuer or the Trustee in connection therewith. (b) Upon the issuance of any replacement Note under this Section 2.9, the Transfer Agent and Registrar or the Indenture Trustee in connection therewith. In connection with the issuance of any new Note under this Section 2.5, the Indenture Trustee or the Transfer Agent and Registrar may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrar) connected therewith. . (c) Any duplicate Note issued pursuant to this Section 2.5 2.9 shall constitute an original complete and indefeasible evidence of contractual debt obligation of the Issuer Issuer, as if originally issued, whether or not the lost, stolen or destroyed note Note shall be found at any time. (d) Every replacement Note issued pursuant to this Section 2.9 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional Contractual Obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. (e) The provisions of this Section 2.9 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Master Trust Indenture (Brooke Credit CORP)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any a mutilated Note is surrendered to the Transfer Agent and RegistrarRegistrar or if the Holder of a Note claims that the Note has been lost, destroyed or wrongfully taken, the Transfer Agent and Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note and (b) there is delivered to the Transfer Agent and Registrar Company shall issue and the Indenture Trustee such security or indemnity as may be reasonably required by them to save each of them harmless, then provided that shall authenticate a replacement Note if the requirements of Section 8-405 of the UCC Uniform Commercial Code are met, such that the Issuer shall execute Holder (a) satisfies the Company and the Trustee that such Note has been lost, destroyed or wrongfully taken within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and the Issuer Registrar has executednot registered a transfer prior to receiving such notification, (b) makes such request to the Indenture Company and the Trustee shall authenticate prior to the Note being acquired by a protected purchaser as defined in Section 8-303 of the Uniform Commercial Code (a “protected purchaser”) and (unless c) satisfies any other reasonable requirements of the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law), in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentenceNote, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of for which such replacement Note was issued presents for payment or registration such original replaced Note, the Issuer, Trustee and/or the Transfer Agent and Registrar and the Indenture Trustee Company shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was issued and delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Company or the Indenture Trustee in connection therewith. Such Holder shall furnish an indemnity bond sufficient in the judgment of the (i) Trustee to protect the Trustee and (ii) the Company to protect the Company, the Trustee, the Paying Agent and the Registrar, from any loss which any of them may suffer if a Note is replaced, and, in the absence of notice to the Company, any Guarantor or the Trustee that such Note has been acquired by a protected purchaser, the Company shall execute, and upon receipt of a Company Order, the Trustee shall authenticate and make available for delivery, in exchange for any such mutilated Note or in lieu of any such destroyed, lost or stolen Note, a new Note of like tenor and principal amount, bearing a number not contemporaneously outstanding. In connection with case any such mutilated, destroyed, lost or stolen Note has become or is about to become due and payable, the Company in its discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.52.11, the Indenture Trustee or the Transfer Agent and Registrar Company may require the payment of that such Holder pay a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of counsel and of the Indenture Trustee and the Transfer Agent and RegistrarTrustee) connected in connection therewith. Any duplicate Subject to the proviso in the initial paragraph of this Section 2.11, every new Note issued pursuant to this Section 2.5 2.11, in lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Company, any Guarantor (if applicable) and any other obligor upon the Notes, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.11 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (OneMain Financial Holdings, Inc.)

Mutilated, Destroyed, Lost or Stolen Notes. (a) If (ai) any mutilated Note is surrendered to the Transfer Agent and Registrar, or the Transfer Agent and Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar Registrar, the Indenture Trustee, and the Indenture Trustee Issuer such security or indemnity as may may, in their sole discretion, be reasonably required by them to save each hold the Transfer Agent and Registrar, the Indenture Trustee, and the Issuer harmless then, in the absence of them harmlesswritten notice to the Indenture Trustee that such Note has been acquired by a protected purchaser, then and provided that the requirements of Section 8-405 of the UCC (which generally permit the Issuer to impose reasonable requirements) are met, then the Issuer shall execute and after the Issuer has executed, the Indenture Trustee shall shall, upon receipt of an Issuer Order or an Administrator Order, authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable lawLaw), in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor and aggregate principal amountbalance; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven (7) days shall be due and payablepayable or shall have been called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the IssuerIssuer or the Indenture Trustee in connection therewith. (b) Upon the issuance of any replacement Note under this Section 2.10, the Transfer Agent and Registrar or the Indenture Trustee in connection therewith. In connection with the issuance of any new Note under this Section 2.5, the Indenture Trustee or the Transfer Agent and Registrar may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrar) connected therewith. Any duplicate . (c) Every replacement Note issued pursuant to this Section 2.5 2.10 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original contractual additional obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. 4166-0661-7649.19 (d) The provisions of this Section 2.10 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (Oportun Financial Corp)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (b) in case of destruction, loss, or theft there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer, the Noteholders and the Indenture Trustee harmless, then provided then, in the absence of notice to the Issuer, the Transfer Agent and Registrar or the Indenture Trustee that the requirements of such Note has been acquired by a protected purchaser (as defined in Section 8-405 303 of the UCC are metas in effect in the State of New York), the Issuer shall execute execute, and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor (including the same date of issuance) and aggregate principal amount, bearing a number not contemporaneously outstanding; provided, however, that if any such mutilated, destroyed, lost or stolen Note, but not a mutilated Note, Note shall have become or within seven (7) days shall be due and payable, or shall have been selected or called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof, except that any mutilated Note shall be surrendered. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of as defined in Section 8-303 of the UCCUCC as in effect in the State of New York) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.5, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment by the Noteholder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and or the Transfer Agent and Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute complete and indefeasible evidence of an original contractual obligation of the Issuer Issuer, as if originally issued, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any time, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.5 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (Electronic Data Systems Corp /De/)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any mutilated Note is surrendered to the Transfer Agent and Registrar, or the Transfer Agent and Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (b) in case of destruction, loss, or theft there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them to save each of them hold Issuer, the Noteholders, Indenture Trustee and Transfer Agent and Registrar harmless, then provided then, in the absence of notice to Issuer, Transfer Agent and Registrar or Indenture Trustee that the requirements of such Note has been acquired by a protected purchaser (as defined in Section 8-405 303 of the UCC are metas in effect in the State of New York), the Issuer shall execute execute, and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor (including the same date of issuance) and aggregate principal amount, bearing a number not contemporaneously outstanding; provided, however, that if any such mutilated, destroyed, lost or stolen Note, but not a mutilated Note, Note shall have become or within seven (7) days shall be due and payable, or shall have been selected or called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof, except that any mutilated Note shall be surrendered. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of as defined in Section 8-303 of the UCCUCC as in effect in the State of New York) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent Issuer and Registrar and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.52.6, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and the or Transfer Agent and Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 2.6 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute complete and indefeasible evidence of an original contractual obligation of the Issuer Issuer, as if originally issued, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any time, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.6 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Master Indenture (Alliance Data Systems Corp)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any mutilated Investor Note (together, in the case of Bearer Notes, with all unmatured Coupons, if any, appertaining thereto) is surrendered to the Transfer Agent and Registrar, or the Transfer Agent and Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Investor Note and (b) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them to save each of them harmless, then provided that the requirements of Section 8-8- 405 of the UCC are met, the Issuer shall execute and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law), in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Investor Note, a new Investor Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Investor Note, but not a mutilated Investor Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Investor Note, the Issuer may pay such destroyed, lost or stolen Investor Note when so due or payable without surrender thereof. If, after the delivery of such replacement Investor Note or payment of a destroyed, lost or stolen Investor Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of Section 8-303 of the UCC) for value of the original Investor Note in lieu of which such replacement Investor Note was issued presents for payment such original Investor Note, the Issuer, the Transfer Agent and Registrar and the Indenture Trustee shall be entitled to recover such replacement Investor Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Investor Note from such Person to whom such replacement Investor Note was delivered or any assignee of such Person, except a protected purchaserpurchaser for value, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar or the Indenture Trustee in connection therewith. In connection with the issuance of any new Investor Note under this Section 2.5, the Indenture Trustee or the Transfer Agent and Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrar) connected therewith. Any duplicate Investor Note issued pursuant to this Section 2.5 shall constitute an original contractual obligation of the Issuer whether or not the lost, stolen or destroyed note shall be found at any time.

Appears in 1 contract

Sources: Supplemental Indenture (Greyhound Funding LLC)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any a mutilated Note is surrendered to the Transfer Agent and RegistrarRegistrar or if the Holder of a Note claims that the Note has been lost, destroyed or wrongfully taken, the Transfer Agent and Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note and (b) there is delivered to the Transfer Agent and Registrar Issuers shall issue and the Indenture Trustee such security or indemnity as may be reasonably required by them to save each of them harmless, then provided that shall authenticate a replacement Note if the requirements of Section 8-405 of the UCC are met, such that the Issuer shall execute Holder (a) satisfies the Issuers and the Trustee that such Note has been lost, destroyed or wrongfully taken within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and the Issuer Registrar has executednot registered a transfer prior to receiving such notification, (b) makes such request to the Indenture Issuers and the Trustee shall authenticate prior to the Note being acquired by a protected purchaser as defined in Section 8-303 of the UCC (a “protected purchaser”) and (unless c) satisfies any other reasonable requirements of the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law), in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentenceNote, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of for which such replacement Note was issued presents for payment or registration such original replaced Note, the Issuer, Trustee and/or the Transfer Agent and Registrar and the Indenture Trustee Issuers shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was issued and delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuers or the Indenture Trustee in connection therewith. Such Holder shall furnish an indemnity bond sufficient in the judgment of the (i) Trustee to protect the Trustee and (ii) the Issuers to protect the Issuers, the Trustee, the Paying Agent and the Registrar, from any loss which any of them may suffer if a Note is replaced, and, in the absence of notice to the Issuers, any Guarantor or the Trustee that such Note has been acquired by a protected purchaser, the Issuers shall execute, and upon receipt of an Issuer Order, the Trustee shall authenticate and make available for delivery, in exchange for any such mutilated Note or in lieu of any such destroyed, lost or stolen Note, a new Note of like tenor and principal amount, bearing a number not contemporaneously outstanding. In connection with case any such mutilated, destroyed, lost or stolen Note has become or is about to become due and payable, the Issuers in their discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.52.11, the Indenture Trustee or the Transfer Agent and Registrar Issuers may require the payment of that such Holder pay a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of counsel and of the Indenture Trustee and the Transfer Agent and RegistrarTrustee) connected in connection therewith. Any duplicate Subject to the proviso in the initial paragraph of this Section 2.11, every new Note issued pursuant to this Section 2.5 2.11, in lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuers, any Guarantor (if applicable) and any other obligor upon the Notes, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.11 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (Acelity L.P. Inc.)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any If a mutilated Note is surrendered to the Transfer Agent and Registrar, Indenture Trustee or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note and (b) there is delivered to a Note, then the Transfer Agent and Registrar and Issuer will execute and, upon Issuer Request, the Indenture Trustee will authenticate and deliver a replacement Note of the same principal amount in exchange for or in lieu of such Note so long as (i) the Indenture Trustee receives such security or indemnity as may be reasonably required by them it to save each hold the Issuer and the Indenture Trustee harmless (the unsecured indemnity of them harmlessany Acceptable Indemnitor being deemed satisfactory for such purpose), then provided (ii) none of the Issuer, the Note Registrar or the Indenture Trustee have received notice that such Note has been acquired by a protected purchaser, as defined in Section 8-303 of the applicable UCC and (iii) the requirements of Section 8-405 of the applicable UCC are met. However, the Issuer shall execute and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law), in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Note, Note (but not a mutilated Note, shall have become or within seven days shall be ) is due and payablepayable within fifteen (15) days or has been called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable or upon the Payment Date on which the Note has been redeemed pursuant to Section 3.12 without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, Note. If a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued (or such payment made) presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall will be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note (or such payment) from such Person to whom such replacement Note (or such payment) was delivered or any assignee of such Person, except a protected purchaser, and shall will be entitled to recover upon the security or indemnity provided therefor to the extent of for such replacement Note (or such payment) for any cost, expense, loss, damage, cost claim or expense liability incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with such replacement Note (or such payment). (b) Upon the issuance of any new replacement Note under this Section 2.53.5(a), the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment Noteholder of a sum such Note to pay an amount sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses imposed. (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrarc) connected therewith. Any duplicate Each replacement Note issued pursuant to this Section 2.5 shall 3.5(a) will constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen Note will be enforceable by anyone and, except as otherwise provided in this Indenture, will be entitled to all the benefits of this Indenture. (d) The provisions of this Section 3.5 are exclusive and preclude (to the extent lawful) all other rights and remedies with respect to the replacement or destroyed note shall be found at any timepayment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (Commercial Credit, Inc.)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any If a mutilated Note is surrendered to the Transfer Agent and Registrar, Indenture Trustee or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note and (b) there is delivered to a Note, then the Transfer Agent and Registrar and Issuer will execute and, upon Issuer Request, the Indenture Trustee will authenticate and deliver a replacement Note of the same Series and Class and principal amount in exchange for or in lieu of such Note so long as (i) the Indenture Trustee receives such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Indenture Trustee harmless, then provided (ii) none of the Issuer, the Note Registrar or the Indenture Trustee have received notice that such Note has been acquired by a protected purchaser, as defined in Section 8-303 of the UCC and (iii) the requirements of Section 8-405 of the UCC are met. However, the Issuer shall execute and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law), in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Note, Note (but not a mutilated Note, shall have become or within seven days shall be ) is due and payablepayable within 15 days or has been called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable or upon the Redemption Date without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, Note. If a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued (or such payment made) presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall will be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note (or such payment) from such Person to whom such replacement Note (or such payment) was delivered or any assignee of such Person, except a protected purchaser, and shall will be entitled to recover upon the security or indemnity provided therefor to the extent of for such replacement Note (or such payment) for any cost, expense, loss, damage, cost claim or expense liability incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with such replacement Note (or such payment). (b) Upon the issuance of any new replacement Note under this Section 2.52.6(a), the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment Noteholder of a sum such Note to pay an amount sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses incurred in connection with such replacement Note. (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrarc) connected therewith. Any duplicate Each replacement Note issued pursuant to this Section 2.5 shall 2.6(a) will constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen Note will be enforceable by anyone and, except as otherwise provided in this Indenture or destroyed note shall the related Indenture Supplement, will be found at any timeentitled to all the benefits of this Indenture and such Indenture Supplement equally and proportionately with all other Notes of the same Series and Class duly issued under this Indenture and such Indenture Supplement. (d) This Section 2.6 is exclusive and precludes (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (Ford Credit Floorplan Corp)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any ------------------------------------------ mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (b) in case of destruction, loss, or theft there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer, the Noteholders and the Indenture Trustee harmless, then provided then, in the absence of notice to the Issuer, the Transfer Agent and Registrar or the Indenture Trustee that the requirements of such Note has been acquired by a protected purchaser (as defined in Section 8-405 303 of the UCC are metas in effect in the State of Illinois), the Issuer shall execute execute, and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor (including the same date of issuance) and aggregate principal amount, bearing a number not contemporaneously outstanding; provided, -------- however, that if any such mutilated, destroyed, lost or stolen Note, but not a mutilated Note, Note shall have ------- become or within seven (7) days shall be due and payable, or shall have been selected or called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof, except that any mutilated Note shall be surrendered. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of as defined in Section 8-303 of the UCCUCC as in effect in the State of Illinois) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.52.6, the Indenture Trustee or the Transfer Agent and Registrar ----------- Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and or the Transfer Agent and Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 2.6 in replacement ----------- of any mutilated, destroyed, lost or stolen Note shall constitute complete and indefeasible evidence of an original contractual obligation of the Issuer Trust, as if originally issued, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any time, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.6 are exclusive and shall preclude (to the ----------- extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Master Indenture (Spiegel Master Trust)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them to save each of them hold the Issuer and the Indenture Trustee harmless, then provided then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a protected purchaser, within the requirements meaning of Section § 8-405 303 of the UCC are metUCC, the Issuer shall execute and after the Issuer has executed, upon its request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor the same Class and aggregate principal amountdenomination; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, or shall have been called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable or upon the Redemption Date without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (purchaser, within the meaning of Section § 8-303 of the UCC) , of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon Upon the security or indemnity provided therefor to the extent issuance of any loss, damage, cost or expense incurred by the Issuerreplacement Note under this Section, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with the issuance of any new Note under this Section 2.5, the Indenture Trustee or the Transfer Agent and Registrar may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and or the Transfer Agent and Note Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (Harley-Davidson Motorcycle Trust 2005-2)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Indenture Trustee harmless, then provided then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that the requirements of Section 8-405 of the UCC are metsuch Note has been acquired by a protected purchaser, the Issuer shall execute execute, and after the Issuer has executed, upon its request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note of the (Nissan 2003-B Indenture) same Class. In connection with the issuance of any new Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Noteunder this Section 2.05, the Issuer may pay require payment by the Holder of such destroyed, lost Note of a sum sufficient to cover any tax or stolen Note when so due or payable without surrender thereofother governmental charge that may be imposed in relation thereto. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentenceNote, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with the issuance of any new Note under this Section 2.5, the Indenture Trustee or the Transfer Agent and Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 2.05 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class duly issued hereunder. The provisions of this Section 2.05 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (Nissan Auto Receivables 2003-B Owner Trust)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any a mutilated Note is surrendered to the Transfer Agent and RegistrarRegistrar or if the Holder of a Note claims that the Note has been lost, destroyed or wrongfully taken, the Transfer Agent and Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note and (b) there is delivered to the Transfer Agent and Registrar Issuer shall issue and the Indenture Trustee such security or indemnity as may be reasonably required by them to save each of them harmless, then provided that shall authenticate a replacement Note if the requirements of Section 8-405 of the UCC Uniform Commercial Code are met, such that the Holder (a) satisfies the Issuer shall execute and the Trustee that such Note has been lost, destroyed or wrongfully taken within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and the Registrar has not registered a transfer prior to receiving such notification, (b) makes such request to the Issuer has executed, and the Indenture Trustee shall authenticate prior to the Note being acquired by a protected purchaser as defined in Section 8-303 of the Uniform Commercial Code (a “protected purchaser”) and (unless c) satisfies any other reasonable requirements of the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law), in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentenceNote, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of for which such replacement Note was issued presents for payment or registration such original replaced Note, the Issuer, Trustee and/or the Transfer Agent and Registrar and the Indenture Trustee Issuer shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was issued and delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. Such Holder shall furnish indemnity and security sufficient in the judgment of (i) the Trustee to protect the Trustee (acting in any capacity) and (ii) the Issuer to protect the Issuer, from any loss related to such lost, stolen or mutilated note or any replacement thereof. In connection with case any such mutilated, destroyed, lost or stolen Note has become or is about to become due and payable, the Issuer in its discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.52.7, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment of that such Holder pay a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of counsel and of the Indenture Trustee and the Transfer Agent and RegistrarTrustee) connected in connection therewith. Any duplicate Subject to the proviso in the initial paragraph of this Section 2.7, every new Note issued pursuant to this Section 2.5 2.7, in lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, any Guarantor (if applicable) and any other obligor upon the Notes, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.7 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (OLIN Corp)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and Note Registrar, or the Transfer Agent and Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Note Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Note Registrar harmless, then then, in the absence of notice to the Issuer or the Note Registrar that such Note has been acquired by a bona fide purchaser, and provided that the requirements of Section 8-405 of the UCC are met, the Issuer shall execute execute, and after the upon receipt of an Issuer has executed, Request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor and aggregate principal amountthe same class; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected bona fide purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee Note Registrar shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee Note Registrar in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.54.03, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment by the Noteholder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Note Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 4.03 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 4.03 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (Wachovia Asset Securitization Inc 2003-He2 Trust)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any If a mutilated Note is surrendered to the Transfer Agent and Registrar, Indenture Trustee or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note and (b) there is delivered to a Note, then the Transfer Agent and Registrar and Issuer will execute and, upon Issuer Request, the Indenture Trustee will authenticate and deliver a replacement Note of the same principal amount in exchange for or in lieu of such Note so long as (i) the Indenture Trustee receives such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Indenture Trustee harmless, then provided (ii) none of the Issuer, the Note Registrar or the Indenture Trustee have received notice that such Note has been acquired by a protected purchaser, as defined in Section 8-303 of the applicable UCC and (iii) the requirements of Section 8-405 of the applicable UCC are met. However, the Issuer shall execute and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law), in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Note, Note (but not a mutilated Note, shall have become or within seven days shall be ) is due and payablepayable within fifteen (15) days or has been called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable or upon the Payment Date on which the Note has been redeemed pursuant to Section 3.13 without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, Note. If a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued (or such payment made) presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall will be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note (or such payment) from such Person to whom such replacement Note (or such payment) was delivered or any assignee of such Person, except a protected purchaser, and shall will be entitled to recover upon the security or indemnity provided therefor to the extent of for such replacement Note (or such payment) for any cost, expense, loss, damage, cost claim or expense liability incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with such replacement Note (or such payment). (b) Upon the issuance of any new replacement Note under this Section 2.53.7(a), the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment Noteholder of a sum such Note to pay an amount sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses imposed. (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrarc) connected therewith. Any duplicate Each replacement Note issued pursuant to this Section 2.5 shall 3.7(a) will constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen Note will be enforceable by anyone and, except as otherwise provided in this Indenture, will be entitled to all the benefits of this Indenture. (d) The provisions of this Section 3.7 are exclusive and preclude (to the extent lawful) all other rights and remedies with respect to the replacement or destroyed note shall be found at any timepayment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (Commercial Credit, Inc.)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar Indenture Trustee and the Indenture Trustee Insurer (unless an Insurer Default shall have occurred and be continuing) such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer, the Indenture Trustee and the Insurer harmless, then then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, and provided that the requirements of Section 8-405 of the UCC are met, the Issuer shall execute and after the Issuer has executed, upon its request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amountreplacement Note; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, or shall have been called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable or upon the Redemption Date without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected bona fide purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Indenture Trustee and the Indenture Trustee Insurer shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.5Section, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and RegistrarTrustee) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (Securitized Asset Backed Receivables LLC)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarTrustee, or the Transfer Agent and Registrar Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note and Note, (bii) there is delivered to the Transfer Agent and Registrar Trustee and the Indenture Trustee Insurer (unless an Insurer Default shall have occurred and be continuing) such security or indemnity as may be reasonably required by them to save each of them harmlesshold the Issuer, then provided that the Trustee and the Insurer harmless and (iii) the requirements of Section 8-405 of the UCC are met, then, in the absence of notice to the Issuer, the Note Registrar or the Trustee that such Note has been acquired by a protected purchaser (as defined in Article 8 of the UCC), the Issuer shall execute and after upon its request the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor and aggregate principal amountthe same Class; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, or shall have been called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable or upon the Redemption Date without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of Section 8-303 as defined in Article 8 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Insurer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaserpurchaser (as defined in Article 8 of the UCC), and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar or the Indenture Trustee in connection therewith. In connection with the issuance of any new Note under this Section 2.5, the Indenture Trustee or the Transfer Agent and Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrar) connected therewith. Any duplicate Note issued pursuant to this Section 2.5 shall constitute an original contractual obligation of the Issuer whether or not the lost, stolen or destroyed note shall be found at any time.therefor

Appears in 1 contract

Sources: Indenture (WFS Financial 1998 a Owner Trust)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its reasonable satisfaction of the destruction, loss or theft of any Note Note, and (b) in case of destruction, loss, or theft there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer, the Noteholders and the Indenture Trustee harmless, then provided then, in the absence of notice to the Issuer, the Transfer Agent and Registrar or the Indenture Trustee that the requirements of such Note has been acquired by a protected purchaser (as defined in Section 8-405 303 of the UCC are metas in effect in the State of New York), the Issuer shall execute execute, and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor (including the same date of issuance) and aggregate principal amount, bearing a number not contemporaneously outstanding; provided, however, that if any such mutilated, destroyed, lost or stolen Note, but not a mutilated Note, Note shall have become or within seven (7) days shall be due and payable, or shall have been selected or called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof, except that any mutilated Note shall be surrendered. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of as defined in Section 8-303 of the UCCUCC as in effect in the State of New York) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.52.06, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and or the Transfer Agent and Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 2.06 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute complete and indefeasible evidence of an original contractual obligation of the Issuer Trust, as if originally issued, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any time, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.06 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Master Indenture (Advanta Business Recievables Corp)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any a mutilated Note is surrendered to the Transfer Agent and RegistrarRegistrar or if the Holder of a Note claims that the Note has been lost, destroyed or wrongfully taken, the Transfer Agent and Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note and (b) there is delivered to the Transfer Agent and Registrar Issuer shall issue and the Indenture Trustee such security or indemnity as may be reasonably required by them to save each of them harmless, then provided that Agent shall authenticate a replacement Note if the requirements of Section 8-405 of the UCC Uniform Commercial Code are met, such that the Holder (a) satisfies the Issuer shall execute or the Agent that such Note has been lost, destroyed or wrongfully taken within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and after the Registrar has not registered a transfer prior to receiving such notification, (b) makes such request to the Issuer has executed, or Agent prior to the Indenture Trustee shall authenticate Note being acquired by a protected purchaser as defined in Section 8-303 of the Uniform Commercial Code (a “protected purchaser”) and (unless c) satisfies any other reasonable requirements of the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law), in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amountAgent; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentenceNote, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of for which such replacement Note was issued presents for payment or registration such original replaced Note, the Issuer, Agent or the Transfer Agent and Registrar and the Indenture Trustee Issuer shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was issued and delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee Agent in connection therewith. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Issuer and the Agent to protect the Issuer, the Agent, the Paying Agent and the Registrar from any loss which any of them may suffer if a Note is replaced, and, in the absence of notice to the Issuer, any Subsidiary Guarantor or the Agent that such Note has been acquired by a protected purchaser, the Issuer shall execute, and upon receipt of an Issuer Order, the Agent shall authenticate and make available for delivery, in exchange for any such mutilated Note or in lieu of any such destroyed, lost or stolen Note, a new Note of like tenor and principal amount, bearing a number not contemporaneously outstanding. In connection with case any such mutilated, destroyed, lost or stolen Note has become or is about to become due and payable, the Issuer in its discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.52.10, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment of that such Holder pay a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of counsel and of the Indenture Trustee and the Transfer Agent and RegistrarAgent) connected in connection therewith. Any duplicate Subject to the proviso in the initial paragraph of this Section 2.10, every new Note issued pursuant to this Section 2.5 in lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, any Subsidiary Guarantor (if applicable) and any other obligor upon the Notes, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.10 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (Citadel Broadcasting Corp)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (b) in case of destruction, loss, or theft there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer, the Noteholders and the Indenture Trustee harmless, then provided then, in the absence of notice to the Issuer, the Transfer Agent and Registrar or the Indenture Trustee that the requirements of such Note has been acquired by a protected purchaser (as defined in Section 8-405 303 of the UCC are metas in effect in the applicable jurisdiction), the Issuer shall execute execute, and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor (including the same date of issuance) and aggregate principal amount, bearing a number not contemporaneously outstanding; provided, however, that if any such mutilated, destroyed, lost or stolen Note, but not a mutilated Note, Note shall have become or within seven (7) days shall be due and payable, or shall have been selected or called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof, except that any mutilated Note shall be surrendered. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of as defined in Section 8-303 of the UCCUCC as in effect in the applicable jurisdiction) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.52.6, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and or the Transfer Agent and Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 2.6 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute complete and indefeasible evidence of an original contractual obligation of the Issuer Issuer, as if originally issued, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any time, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.6 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Master Indenture (Dc Funding International Inc)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any mutilated Note (together, in the case of Bearer Notes, with all unmatured Coupons (if any) appertaining thereto) is surrendered to the Transfer Agent and Note Registrar, or the Transfer Agent and Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (b) in case of destruction, loss or theft there is delivered to the Transfer Agent and Note Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer, the Transferor, the Note Registrar and the Indenture Trustee harmless, then provided then, in the absence of notice to the Issuer, the Transferor, the Note Registrar or the Indenture Trustee that the requirements of Section 8-405 of the UCC are metsuch Note has been acquired by a protected purchaser, the Issuer shall execute execute, and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Note Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) shall deliver (in compliance with applicable lawthe case of Bearer Notes, outside the United States), in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor and aggregate principal amount, bearing a number not contemporaneously outstanding; provided, however, that if any such mutilated, destroyed, lost or stolen Note, but not a mutilated Note, Note shall have become or within seven (7) days shall be due and payable, or shall have been selected or called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof, except that any mutilated Note shall be surrendered. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Transferor or the Indenture Trustee in connection therewith. In connection with the issuance of any new replacement Note under this Section 2.52.06, the Indenture Trustee Issuer or the Transfer Agent and Note Registrar may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the reasonable fees and expenses of the Indenture Trustee and or the Transfer Agent and Note Registrar) connected therewith. Any duplicate replacement Note issued pursuant to this Section 2.5 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original contractual obligation complete and indefeasible evidence of a debt of the Issuer Issuer, as if originally issued, whether or not the lostdestroyed, lost or stolen or destroyed note Note shall be found at any time, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.06 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Master Indenture (Compucredit Corp)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer, the Owner Trustee and the Indenture Trustee harmless, then then, in the absence of notice to the Owner Trustee, the Note Registrar or the Indenture Trustee that such Note has been acquired by a “protected purchaser” (as contemplated by Article Eight of the UCC), and provided that the requirements of Section 8-405 of the UCC are met, the Owner Trustee shall execute, on behalf of the Issuer, and upon Issuer shall execute and after the Issuer has executed, Request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amountreplacement Note; provided, however, that if any such destroyed, lost or stolen Note, Note (but not a mutilated Note, ) shall have become or within seven days shall be become due and payable, or shall have been called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable or upon the Redemption Date without the surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser purchaser” (within the meaning of Section 8-303 as contemplated by Article Eight of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser” (as contemplated by Article Eight of the UCC), and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.5Section, the Issuer or the Indenture Trustee or the Transfer Agent and Registrar may require the payment by the related Noteholder of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and or the Transfer Agent and Note Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (BMW Auto Leasing LLC)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any a mutilated Note is surrendered to the Transfer Agent and RegistrarRegistrar or if the Holder of a Note claims that the Note has been lost, destroyed or wrongfully taken, the Transfer Agent and Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note and (b) there is delivered to the Transfer Agent and Registrar Issuer shall issue and the Indenture Trustee such security or indemnity as may be reasonably required by them to save each of them harmless, then provided that shall authenticate a replacement Note if the requirements of Section 8-405 of the UCC are met, such that the Holder satisfies the Issuer shall execute and the Trustee that such Note has been lost, destroyed or wrongfully taken within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and the Registrar has not registered a transfer prior to receiving such notification, makes such request to the Issuer has executed, and the Indenture Trustee shall authenticate and prior to the Note being acquired by a protected purchaser as defined in Section 8-303 of the UCC (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable lawa “protected purchaser”), in exchange for or in lieu satisfies any other reasonable requirements of any such mutilatedthe Trustee and provides an indemnity bond, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amountas more fully described below; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentenceNote, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of for which such replacement Note was issued presents for payment or registration such original replaced Note, the Issuer, Trustee and/or the Transfer Agent and Registrar and the Indenture Trustee Issuer shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was issued and delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. Such Holder shall furnish an indemnity bond sufficient in the judgment of the (i) Trustee to protect the Trustee and (ii) the Issuer to protect the Issuer, the Trustee, the Paying Agent and the Registrar, from any loss which any of them may suffer if a Note is replaced, and, in the absence of notice to the Issuer, any Guarantor or the Trustee that such Note has been acquired by a protected purchaser, the Issuer shall execute, and upon receipt of an Issuer Order, the Trustee shall authenticate and make available for delivery, in exchange for any such mutilated Note or in lieu of any such destroyed, lost or stolen Note, a new Note of like tenor and principal amount, bearing a number not contemporaneously outstanding. In connection with case any such mutilated, destroyed, lost or stolen Note has become or is about to become due and payable, the Issuer in its discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.52.11, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment of that such Holder pay a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of counsel and of the Indenture Trustee and the Transfer Agent and RegistrarTrustee) connected in connection therewith. Any duplicate Subject to the proviso in the initial paragraph of this Section 2.11, every new Note issued pursuant to this Section 2.5 2.11, in lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, any Guarantor (if applicable) and any other obligor upon the Notes, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.11 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (Avaya Holdings Corp.)

Mutilated, Destroyed, Lost or Stolen Notes. (a) If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Indenture Trustee harmless, then then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a protected purchaser, and provided that the requirements of Section 8-405 of the Relevant UCC are met, the Issuer shall execute and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor and aggregate principal amount; providedPROVIDED, howeverHOWEVER, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven (7) days of the Indenture Trustee's receipt of evidence to its satisfaction of such destruction, loss or theft shall be due and payable, or shall have been called for redemption in whole pursuant to SECTION 10.1, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable or upon the Redemption Date without surrender thereof. The Indenture Trustee may rely upon the Administrator with respect to the determination of whether the requirements of Section 8-405 of the Relevant UCC are met. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it such replacement Note was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with . (b) Upon the issuance of any new replacement Note under this Section 2.5SECTION 2.6, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto connection with such issuance and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and RegistrarTrustee) connected therewith. Any duplicate related thereto. (c) Every replacement Note issued pursuant to this Section 2.5 SECTION 2.6 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. (d) The provisions of this SECTION 2.6 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (First Investors Financial Services Group Inc)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any ------------------------------------------ mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (b) in case of destruction, loss, or theft there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer, the Noteholders and the Indenture Trustee harmless, then provided then, in the absence of notice to the Issuer, the Transfer Agent and Registrar or the Indenture Trustee that the requirements of such Note has been acquired by a protected purchaser (as defined in Section 8-405 303 of the UCC are metas in effect in the State of Illinois), the Issuer shall execute execute, and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor (including the same date of issuance) and aggregate principal amount, bearing a number not contemporaneously outstanding; provided, -------- however, that if any such mutilated, destroyed, lost or stolen Note, but not a mutilated Note, Note shall ------- have become or within seven (7) days shall be due and payable, or shall have been selected or called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof, except that any mutilated Note shall be surrendered. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of as defined in Section 8-303 of the UCCUCC as in effect in the State of Illinois) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.52.6, the Indenture Trustee or the Transfer Agent and Registrar ----------- Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and or the Transfer Agent and Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 2.6 in ----------- replacement of any mutilated, destroyed, lost or stolen Note shall constitute complete and indefeasible evidence of an original contractual obligation of the Issuer Trust, as if originally issued, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any time, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.6 are exclusive and shall preclude ----------- (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Master Indenture (Spiegel Master Trust)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarTrustee, or the Transfer Agent and Registrar Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note and Note, (bii) there is delivered to the Transfer Agent and Registrar Trustee and the Indenture Trustee Insurer (unless an Insurer Default shall have occurred and be continuing) such security or indemnity as may be reasonably required by them to save each of them harmlesshold the Issuer, then provided that the Trustee and the Insurer harmless and (iii) the requirements of Section 8-405 of the UCC are met, then, in the absence of notice to the Issuer, the Note Registrar or the Trustee that such Note has been acquired by a protected purchaser (as defined in Article 8 of the UCC), the Issuer shall execute and after upon its request the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor and aggregate principal amountthe same Class; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, or shall have been called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable or upon the Redemption Date without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of Section 8-303 as defined in Article 8 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Insurer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaserpurchaser 25 (as defined in Article 8 of the UCC), and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.5Section, the Indenture Trustee Issuer or the Transfer Agent and Registrar Trustee may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and or the Transfer Agent and Note Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (WFS Financial Auto Loans Inc)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (b) in case of destruction, loss, or theft there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold Issuer, the Noteholders and Indenture Trustee harmless, then provided then, in the absence of notice to Issuer, Transfer Agent and Registrar or Indenture Trustee that the requirements of such Note has been acquired by a protected purchaser (as defined in Section 8-405 303 of the UCC are metas in effect in the State of Illinois), the Issuer shall execute execute, and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor (including the same date of issuance) and aggregate principal amount, bearing a number not contemporaneously outstanding; providedPROVIDED, howeverHOWEVER, that if any such mutilated, destroyed, lost or stolen Note, but not a mutilated Note, Note shall have become or within seven (7) days shall be due and payable, or shall have been selected or called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof, except that any mutilated Note shall be surrendered. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of as defined in Section 8-303 of the UCCUCC as in effect in the State of Illinois) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent Issuer and Registrar and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.5SECTION 2.6, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and the or Transfer Agent and Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 SECTION 2.6 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute complete and indefeasible evidence of an original contractual obligation of the Issuer Trust, as if originally issued, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any time, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this SECTION 2.6 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Master Indenture (World Financial Network Credit Card Master Trust)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any a mutilated Note is surrendered to the Transfer Agent and RegistrarRegistrar or if the Holder of a Note claims that the Note has been lost, destroyed or wrongfully taken, the Transfer Agent and Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note and (b) there is delivered to the Transfer Agent and Registrar Company shall issue and the Indenture Trustee such security or indemnity as may be reasonably required by them to save each of them harmless, then provided that shall authenticate a replacement Note if the requirements of Section 8-405 of the UCC Uniform Commercial Code are met, such that the Issuer shall execute Holder (a) satisfies the Company and the Trustee that such Note has been lost, destroyed or wrongfully taken within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and the Issuer Registrar has executednot registered a transfer prior to receiving such notification, (b) makes such request to the Indenture Company and the Trustee shall authenticate prior to the Note being acquired by a protected purchaser as defined in Section 8-303 of the Uniform Commercial Code (a “protected purchaser”) and (unless c) satisfies any other reasonable requirements of the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law), in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentenceNote, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of for which such replacement Note was issued presents for payment or registration such original replaced Note, the Issuer, Trustee and/or the Transfer Agent and Registrar and the Indenture Trustee Company shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was issued and delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Company or the Indenture Trustee in connection therewith. Such Holder shall furnish an indemnity bond sufficient in the judgment of the (i) Trustee to protect the Trustee and (ii) the Company to protect the Company, the Trustee, the Paying Agent and the Registrar, from any loss which any of them may suffer if a Note is replaced, and, in the absence of notice to the Company, any Subsidiary Guarantor or the Trustee that such Note has been acquired by a protected purchaser, the Company shall execute, and upon receipt of an Company Order, the Trustee shall authenticate and make available for delivery, in exchange for any such mutilated Note or in lieu of any such destroyed, lost or stolen Note, a new Note of like tenor and principal amount, bearing a number not contemporaneously outstanding. In connection with case any such mutilated, destroyed, lost or stolen Note has become or is about to become due and payable, the Company in its discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.52.11, the Indenture Trustee or the Transfer Agent and Registrar Company may require the payment of that such Holder pay a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of counsel and of the Indenture Trustee and the Transfer Agent and RegistrarTrustee) connected in connection therewith. Any duplicate Subject to the proviso in the initial paragraph of this Section 2.11, every new Note issued pursuant to this Section 2.5 2.11, in lieu of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Company, any Subsidiary Guarantor (if applicable) and any other obligor upon the Notes, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.11 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (Triangle Petroleum Corp)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarTrustee, or the Transfer Agent and Registrar Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to each of the Transfer Agent and Registrar Issuer and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Trustee harmless, then then, in the absence of notice to the Issuer, the Note Registrar or the Trustee that such Note has been acquired by a bona fide purchaser, and provided that the requirements of Section 8-405 of the UCC are met, the Issuer shall execute and after upon its request the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor and aggregate principal amountthe same Series (or Class or Tranche) (such requirement shall not be deemed to create a duty in the Trustee to monitor the compliance by the Issuer with Section 8-405); provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, or shall have been called for redemption pursuant to the terms of the related Series Supplement, the Issuer may, instead of issuing a replacement Note, direct the Issuer may Trustee, in writing, to pay such destroyed, lost or stolen Note when so due or payable or upon the redemption date without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected bona fide purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.5Section, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and RegistrarTrustee) connected therewith. Any duplicate Every replacement Note of any Series issued pursuant to this Section 2.5 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture and the related Series Supplement equally and proportionately with any and all other Notes of the same Series duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (Household Auto Receivables Corp)

Mutilated, Destroyed, Lost or Stolen Notes. (a) If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Indenture Trustee harmless, then then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a protected purchaser, and provided that the requirements of Section 8-405 of the Relevant UCC are met, the Issuer shall execute and after the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor and aggregate principal amount; providedPROVIDED, howeverHOWEVER, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven (7) days of the Indenture Trustee's receipt of evidence to its satisfaction of such destruction, loss or theft shall be due and payable, or shall have been called for redemption in whole pursuant to Section 10.1, instead of issuing a replacement NoteNote , the Issuer may pay such destroyed, lost or stolen Note when so due or payable or upon the Redemption Date without surrender thereof. The Indenture Trustee may rely upon the Administrator with respect to the determination of whether the requirements of Section 8-405 of the Relevant UCC are met. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it such replacement Note was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with . (b) Upon the issuance of any new replacement Note under this Section 2.52.6, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto connection with such issuance and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and RegistrarTrustee) connected therewith. Any duplicate related thereto. (c) Every replacement Note issued pursuant to this Section 2.5 2.6 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. (d) The provisions of this Section 2.6 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (First Investors Financial Services Group Inc)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) If: (i) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them the Indenture Trustee and the Issuer to save each of them hold the Indenture Trustee and the Issuer, respectively, harmless, then provided then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a Protected Purchaser, and provided, that the requirements of Section 8-405 of the UCC are met, the Issuer shall execute execute, and after the Issuer has executed, upon its request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor the same Class, Series and aggregate principal amountamount and bearing a number not contemporaneously outstanding; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become become, or within seven days shall be be, due and payable, or shall have been called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable or upon the Redemption Date without surrender thereof. If, after the delivery of such replacement Note (or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence), a protected purchaser (within the meaning of Section 8-303 of the UCC) Protected Purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered (or payment made) or any assignee of such Person, except a protected purchaserProtected Purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with . (b) Upon the issuance of any new replacement Note under this Section 2.5Section, the Issuer or the Indenture Trustee or the Transfer Agent and Registrar may shall require the payment by such Noteholder of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and RegistrarTrustee) connected therewith. Any duplicate . (c) Every replacement Note issued pursuant to this Section 2.5 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes of the same Class and Series duly issued hereunder. (d) The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Master Indenture (CDF Funding, Inc.)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarTrustee, or the Transfer Agent and Registrar Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to each of the Transfer Agent and Registrar Issuer and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Trustee harmless, then then, in the absence of notice to the Issuer, the Note Registrar or the Trustee that such Note has been acquired by a bona fide purchaser, and provided that the requirements of Section 8-8- 405 of the UCC are met, the Issuer shall execute and after upon its request the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor and aggregate principal amountthe same Series (or Class or Tranche) (such requirement shall not be deemed to create a duty in the Trustee to monitor the compliance by the Issuer with Section 8-405); provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, or shall have been called for redemption pursuant to the terms of the related Series Supplement, the Issuer may, instead of issuing a replacement Note, direct the Issuer may Trustee, in writing, to pay such destroyed, lost or stolen Note when so due or payable or upon the redemption date without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected bona fide purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.5Section, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and RegistrarTrustee) connected therewith. Any duplicate Every replacement Note of any Series issued pursuant to this Section 2.5 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture and the related Series Supplement equally and proportionately with any and all other Notes of the same Series duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (Household Automobile Revolving Trust I)

Mutilated, Destroyed, Lost or Stolen Notes. If Subject to UCC § 8–405, if (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Indenture Trustee harmless, then provided then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that the requirements of Section 8-405 of the UCC are metsuch Note has been acquired by a protected purchaser, the Issuer shall execute execute, and after the Issuer has executed, upon its request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amountreplacement Note; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, or shall have been called for repurchase, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable or upon the Repurchase Date without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.54.03, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and RegistrarTrustee) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 4.03 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 4.03 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (Capitalsource Inc)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any mutilated Note is mutilated, destroyed, lost or stolen, Nonaffiliated Partner Trustee shall, upon the written request of the relevant Holder, issue and execute, and Indenture Trustee shall authenticate and deliver to the relevant Holder in replacement thereof, a new Note of the same date of original issue and having the same Payment Dates, Debt Rate and Maturity Date, payable to the same Holder in the same principal amount and dated the same date as the Note so mutilated, destroyed, lost or stolen. If the Note being replaced has become mutilated, such Note shall be surrendered to Indenture Trustee. If the Transfer Agent Note being replaced has been destroyed, lost or stolen, the relevant Holder shall furnish to Nonaffiliated Partner Trustee and Registrar, Indenture Trustee (i) such security or the Transfer Agent indemnity as may be required by them to save Nonaffiliated Partner Trustee and Registrar receives Indenture Trustee harmless and (ii) evidence satisfactory to its satisfaction Nonaffiliated Partner Trustee and Indenture Trustee of the destruction, loss or theft of any such Note and (b) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them to save each of them harmless, then provided that the requirements of Section 8-405 of the UCC are met, ownership thereof. If the Issuer shall execute and after original Holder or such other Person that is an institutional investor is the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law), in exchange for or in lieu owner of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Note, then the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of Section 8-303 affidavit of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original NotePresident, the Issuerany Vice President, the Transfer Agent and Registrar and the Indenture Trustee shall be entitled to recover such replacement Note (Assistant Vice President, Treasurer or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar or the Indenture Trustee in connection therewith. In connection with the issuance of any new Note under this Section 2.5, the Indenture Trustee or the Transfer Agent and Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrar) connected therewith. Any duplicate Note issued pursuant to this Section 2.5 shall constitute an original contractual obligation of the Issuer whether or not the lost, stolen or destroyed note shall be found at any time.Secretary of

Appears in 1 contract

Sources: Trust Indenture and Security Agreement (Bj Services Co)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer, the Owner Trustee and the Indenture Trustee harmless, then then, in the absence of notice to the Owner Trustee, the Note Registrar or the Indenture Trustee that such Note has been acquired by a "protected purchaser" (as contemplated by Article Eight of the UCC), and provided that the requirements of Section 8-405 of the UCC are met, the Owner Trustee shall execute, on behalf of the Issuer, and upon receipt of a Issuer shall execute and after the Issuer has executed, Request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amountreplacement Note; provided, however, that if any such destroyed, lost or stolen Note, Note (but not a mutilated Note, ) shall have become or within seven days shall be become due and payable, or shall have been called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable or upon the Redemption Date without the surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a "protected purchaser purchaser" (within the meaning of Section 8-303 as contemplated by Article Eight of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was Indenture delivered or any assignee of such Person, except a "protected purchaser" (as contemplated by Article Eight of the UCC), and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.5Section, the Issuer or the Indenture Trustee or the Transfer Agent and Registrar may require the payment by the related Noteholder of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and or the Transfer Agent and Note Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (Nissan Auto Lease Trust 2004-A)

Mutilated, Destroyed, Lost or Stolen Notes. If (a) any a mutilated Note is surrendered to the Transfer Agent and RegistrarRegistrar or if the Holder of a Note claims that the Note has been lost, destroyed or wrongfully taken, the Transfer Agent and Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note and (b) there is delivered to the Transfer Agent and Registrar Company shall issue and the Indenture Trustee such security or indemnity as may be reasonably required by them to save each of them harmless, then provided that shall authenticate a replacement Note if the requirements of Section 8-405 of the UCC Uniform Commercial Code are met, such that the Issuer shall execute Holder (a) satisfies the Company or the Trustee that such Note has been lost, destroyed or wrongfully taken within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and after the Issuer Registrar has executednot registered a transfer prior to receiving such notification, (b) makes such request to the Indenture Company or Trustee shall authenticate prior to the Note being acquired by a protected purchaser as defined in Section 8-303 of the Uniform Commercial Code (a “protected purchaser”) and (unless c) satisfies any other reasonable requirements of the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law), in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amount; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentenceNote, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of for which such replacement Note was issued presents for payment or registration such original replaced Note, the Issuer, Trustee or the Transfer Agent and Registrar and the Indenture Trustee Company shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was issued and delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Persontherefrom, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Company or the Indenture Trustee in connection therewith. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Company and the Trustee to protect the Company, the Trustee, the Paying Agent and the Registrar from any loss which any of them may suffer if a Note is replaced, and, in the absence of notice to the Company, any Guarantor or the Trustee that such Note has been acquired by a protected purchaser, the Company shall execute, and upon receipt of a Company Order the Trustee shall authenticate and make available for delivery, in exchange for any such mutilated Note or in lieu of any such destroyed, lost or wrongfully taken Note, a new Note of like tenor and principal amount, bearing a number not contemporaneously outstanding. In connection with case any such mutilated, destroyed, lost or wrongfully taken Note has become or is about to become due and payable, the Company in its discretion may, instead of issuing a new Note, pay such Note. Upon the issuance of any new Note under this Section 2.52.10, the Indenture Trustee or the Transfer Agent and Registrar Company may require the payment of that such Holder pay a sum sufficient to cover any transfer tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of counsel and of the Indenture Trustee and the Transfer Agent and RegistrarTrustee) connected in connection therewith. Any duplicate Subject to the proviso in the initial paragraph of this Section 2.10, every new Note issued pursuant to this Section 2.5 2.10 in lieu of any mutilated, destroyed, lost or wrongfully taken Note shall constitute an original additional contractual obligation of the Issuer Company, any Guarantor and any other obligor upon the Notes, whether or not the lostmutilated, stolen destroyed, lost or destroyed note wrongfully taken Note shall be found at any timetime enforceable by anyone, and shall be entitled to all benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 2.10 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or wrongfully taken Notes.

Appears in 1 contract

Sources: Indenture (Earthstone Energy Inc)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarTrustee, or the Transfer Agent and Registrar Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Trustee harmless, then provided then, in the absence of notice to the Issuer, the Note Registrar or the Trustee that the requirements of Section 8-405 of the UCC are metsuch Note has been acquired by a protected purchaser, the Issuer shall execute execute, and after upon its request the Issuer has executed, the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amountreplacement Note; provided, however, provided that if any such destroyed, lost or stolen Note, but not a mutilated Note, BUSINESS.29147457.3 shall have become or within seven days shall be due and payable, or shall have been called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with Upon the issuance of any new replacement Note under this Section 2.54.03, the Indenture Trustee or the Transfer Agent and Registrar Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and reasonable expenses of the Indenture Trustee and the Transfer Agent and RegistrarTrustee) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 4.03 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section 4.03 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (Hercules Capital, Inc.)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer, the Owner Trustee and the Indenture Trustee harmless, then then, in the absence of notice to the Owner Trustee, the Note Registrar or the Indenture Trustee that such Note has been acquired by a "protected purchaser" (as contemplated by Article Eight of the UCC), and provided that the requirements of Section 8-405 of the UCC are met, the Owner Trustee shall execute, on behalf of the Issuer, and upon receipt of a Issuer shall execute and after the Issuer has executed, Request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of like tenor and aggregate principal amountreplacement Note; provided, however, that if any such destroyed, lost or stolen Note, Note (but not a mutilated Note, ) shall have become or within seven days shall be become due and payable, or shall have been called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable or upon the Redemption Date without the surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a "protected purchaser purchaser" (within the meaning of Section 8-303 as contemplated by Article Eight of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a "protected purchaser" (as contemplated by Article Eight of the UCC), and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with Indenture 5 Upon the issuance of any new replacement Note under this Section 2.5Section, the Issuer or the Indenture Trustee or the Transfer Agent and Registrar may require the payment by the related Noteholder of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Indenture Trustee and or the Transfer Agent and Note Registrar) connected therewith. Any duplicate Every replacement Note issued pursuant to this Section 2.5 in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer Issuer, whether or not the lostmutilated, destroyed, lost or stolen or destroyed note Note shall be found at any timetime enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

Appears in 1 contract

Sources: Indenture (Nissan Auto Leasing LLC Ii)

Mutilated, Destroyed, Lost or Stolen Notes. If (ai) any mutilated Note is surrendered to the Transfer Agent and Note Registrar, or the Transfer Agent and Note Registrar receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar Indenture Trustee and the Indenture Trustee Note Registrar such security or indemnity as may be reasonably required by them to save hold each of them harmless, then provided that then, in the requirements absence of Section 8-405 of the UCC are met, the Issuer shall execute and after the Issuer has executed, actual written notice to the Indenture Trustee shall authenticate and (unless or the Transfer Agent and Note Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)that such Note has been acquired by a bona fide purchaser, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new Note of the same Class and Series and of like tenor Percentage Interest shall be executed, authenticated and aggregate principal amount; provideddelivered in accordance with Section 2.01(b)(ii) (or registered in accordance with Section 2.01(a), howeverin the case of an Uncertificated Note). Upon the issuance of any new Note under this Section 2.04, the Indenture Trustee and the Note Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that if may be imposed in relation thereto and any other reasonable expenses (including the reasonable fees and expenses of the Indenture Trustee and the Note Registrar) connected therewith. Any replacement Note issued (or registered in the case of Uncertificated Notes) pursuant to this Section 2.04 shall constitute complete and indefeasible evidence of ownership of such destroyed, lost or stolen Note, but as if originally issued, whether or not a mutilated Notethe lost, shall have become stolen or within seven days destroyed Note shall be due and payable, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable without surrender thereoffound at any time. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of Section 8-303 of the New York UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Co-Issuers and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Co-Issuers or the Indenture Trustee in connection therewith. In connection with the issuance of any new Note under this Section 2.5, the Indenture Trustee or the Transfer Agent and Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrar) connected therewith. Any duplicate Note issued pursuant to this Section 2.5 shall constitute an original contractual obligation of the Issuer whether or not the lost, stolen or destroyed note shall be found at any time.

Appears in 1 contract

Sources: Base Indenture (DigitalBridge Group, Inc.)

Mutilated, Destroyed, Lost or Stolen Notes. (a) If (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them it to save each of them hold the Issuer and the Indenture Trustee harmless, then then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a protected purchaser, as defined in Section 8-303 of the UCC, and provided that the requirements of Section 8-405 of the UCC are met, the Issuer shall execute execute, and after the upon Issuer has executed, Request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor and aggregate principal amountthe same Class; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven (7) days shall be due and payable, or shall have been called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable or upon the Redemption Date without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a protected purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar or the Indenture Trustee in connection therewith. In connection with the issuance of any new Note under this Section 2.5, the Indenture Trustee or the Transfer Agent and Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrar) connected therewith. Any duplicate Note issued pursuant to this Section 2.5 shall constitute an original contractual obligation of the Issuer whether or not the lost, stolen or destroyed note shall be found at any time.the

Appears in 1 contract

Sources: Indenture (Ford Credit Auto Receivables Two LLC)

Mutilated, Destroyed, Lost or Stolen Notes. If If: (ai) any mutilated Note is surrendered to the Transfer Agent and RegistrarIndenture Trustee, or the Transfer Agent and Registrar Indenture Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note Note, and (bii) there is delivered to the Transfer Agent and Registrar and the Indenture Trustee such security or indemnity as may be reasonably required by them the Indenture Trustee and the Issuer to save each of them hold the Indenture Trustee and the Issuer, respectively, harmless, then then, in the absence of notice to the Issuer, the Note Registrar or the Indenture Trustee that such Note has been acquired by a bona fide purchaser, and provided that the requirements of Section 8-405 of the UCC are met, the Issuer shall execute execute, and after the Issuer has executed, upon its request the Indenture Trustee shall authenticate and (unless the Transfer Agent and Registrar is different from the Indenture Trustee, in which case the Transfer Agent and Registrar shall) deliver (in compliance with applicable law)deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a new replacement Note of like tenor the same Class and aggregate principal amountamount and bearing a number not contemporaneously outstanding; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become become, or within seven (7) days shall be be, due and payable, or shall have been called for redemption, instead of issuing a replacement Note, the Issuer may pay such destroyed, lost or stolen Note when so due or payable or upon the Redemption Date without surrender thereof. If, after the delivery of such replacement Note (or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence), a protected bona fide purchaser (within the meaning of Section 8-303 of the UCC) of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer, the Transfer Agent and Registrar Issuer and the Indenture Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered (or payment made) or any assignee of such Person, except a protected bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer, the Transfer Agent and Registrar Issuer or the Indenture Trustee in connection therewith. In connection with the issuance of any new Note under this Section 2.5, the Indenture Trustee or the Transfer Agent and Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Indenture Trustee and the Transfer Agent and Registrar) connected therewith. Any duplicate Note issued pursuant to this Section 2.5 shall constitute an original contractual obligation of the Issuer whether or not the lost, stolen or destroyed note shall be found at any time.

Appears in 1 contract

Sources: Indenture (GE TF Trust)