Common use of Qualifying Bank Clause in Contracts

Qualifying Bank. As a condition of assignment or transfer of any Note, any such Purchaser must give the Company notice of such assignment or transfer (along with confirmation from the proposed transferee as to whether the transferee is a Qualifying Bank) at least ten (10) Business Days prior to such assignment or transfer. The Company may make a written objection to any Purchaser prior to any assignment or transfer of a Note based on the Company’s reasonable belief that such assignment or transfer could reasonably be expected to violate any Non-Bank Rule. If such objection is made, such assignment or transfer shall be effected only with the Company’s consent, not to be unreasonably withheld or delayed (it being unreasonable to withhold consent unless such assignment or transfer could reasonably be expected to violate any Non-Bank Rule, including cases where there is reasonable doubt or uncertainty whether the confirmation of the assignee or transferee being a Qualifying Bank is correct or there is reasonable doubt or uncertainty whether the assignee or transferee could be regarded as several parties by the Swiss Federal Tax Administration).