Common use of Transfer of Notes Clause in Contracts

Transfer of Notes. (a) Subject to Section 7.2 and Section 7.3(b), a holder of a Note may transfer such Note to a new holder, or may exchange such Note for Notes of different denominations (but in no event for denominations of less than $100,000 in original principal amount), by surrendering such Note to the Company duly endorsed for transfer or accompanied by a duly executed instrument of transfer naming the new holder (or the current holder if submitted for exchange only), together with written instructions for the issuance of one or more new Notes specifying the respective principal amounts of each new Note and the name of each new holder and each address therefor. The Company shall simultaneously deliver to such holder or its designee such new Notes, shall xxxx the surrendered Notes as canceled. In lieu of the foregoing procedures, a holder may assign a Note (in whole but not in part) to a new holder by sending written notice to the Company of such assignment specifying the new holder's name and address; in such case, the Company shall promptly acknowledge such assignment in writing to both the old and new holder. Any transferees shall be subject to Sections 7.1, 7.2 and 7.3(b).

Appears in 1 contract

Samples: Note Purchase Agreement (Epicept Corp)

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Transfer of Notes. (a) Subject to Section 7.2 and Section 7.3(b)6.2 hereof, a holder of a Note may transfer such Note to a new holder, or may exchange such Note for Notes of different denominations (but in no event for of denominations of less than $100,000 in original principal amount), by surrendering such Note to the Company Loan Parties duly endorsed for transfer or accompanied by a duly executed instrument of transfer naming the new holder (or the current holder if submitted for exchange only), together with written instructions for the issuance of one or more new Notes specifying the respective principal amounts of each new Note and the name of each new holder and each address therefor. The Company Loan Parties shall simultaneously deliver to such holder or its designee such new Notes, shall xxxx the surrendered Notes as canceledcanceled and shall provide notice of such transfer to Agent. In lieu of the foregoing procedures, a holder may assign a Note (in whole but not in part) to a new holder by sending written notice to the Company Loan Parties and Agent of such assignment specifying the new holder's ’s name and address; in such case, the Company Loan Parties shall promptly acknowledge such assignment in writing to both the old and new holder. Any transferees shall be subject to Sections 7.1, 7.2 and 7.3(b).

Appears in 1 contract

Samples: Note and Equity Purchase Agreement (Mirion Technologies, Inc.)

Transfer of Notes. (a) Subject to Section 7.2 and Section 7.3(b)20(b) hereof, a holder of a Note may transfer such Note to a new holder, or may exchange such Note for Notes of different denominations (but in no event for of denominations of less than $100,000 50,000 in original principal amount), by surrendering such Note to the Company Debtors duly endorsed for transfer or accompanied by a duly executed instrument of transfer naming the new holder (or the current holder if submitted for exchange only), together with written instructions for the issuance of one or more new Notes specifying the respective principal amounts of each new Note and the name of each new holder and each address therefor. The Company Debtors shall simultaneously deliver to such holder or its designee such new Notes, shall xxxx mxxx the surrendered Notes as canceledcanceled and shall provide notice of such transfer to Lender. In lieu of the foregoing procedures, a holder may assign a Note (in whole but not in part) to a new holder by sending written notice to the Company Debtors and Lenders of such assignment specifying the new holder's name and address; in such case, the Company Debtors shall promptly acknowledge such assignment in writing to both the old and new holder. Any transferees shall be subject to Sections 7.1, 7.2 and 7.3(b).

Appears in 1 contract

Samples: And Consolidated Loan and Security Agreement (Primedex Health Systems Inc)

Transfer of Notes. (a) Subject to Section 7.2 and Section 7.3(b), a holder of a Note may transfer such Note to a new holder, or may exchange such Note for Notes of different denominations (but in no event for denominations of less than $100,000 in original principal amount), by surrendering such Note to the Company duly endorsed for transfer or accompanied by a duly executed instrument of transfer naming the new holder (or the current holder if submitted for exchange only), together with written instructions for the issuance of one or more new Notes specifying the respective principal amounts of each new Note and the name of each new holder and each address therefor. The Company shall simultaneously deliver to such holder or its designee such new Notes, shall xxxx mark the surrendered Notes as canceled. In lieu of the foregoing proceduresproxxxxres, a holder may assign a Note (in whole but not in part) to a new holder by sending written notice to the Company of such assignment specifying the new holder's name and address; in such case, the Company shall promptly acknowledge such assignment in writing to both the old and new holder. Any transferees shall be subject to Sections 7.1, 7.2 and 7.3(b).

Appears in 1 contract

Samples: Note Purchase Agreement (Epicept Corp)

Transfer of Notes. (a) Subject to Section 7.2 and Section 7.3(b)6.2 hereof, a holder of a Note may transfer such Note to a new holder, or may exchange such Note for Notes of different denominations (but in no event for of denominations of less than $100,000 500,000 in original principal amount), by surrendering such Note to the Company Loan Parties duly endorsed for transfer or accompanied by a duly executed instrument of transfer naming the new holder (or the current holder if submitted for exchange only), together with written instructions for the issuance of one or more new Notes specifying the respective principal amounts of each new Note and the name of each new holder and each address therefor. The Company Loan Parties shall simultaneously deliver to such holder or its designee such new Notes, Notes and shall xxxx the mark xxx surrendered Notes as canceled. In lieu of the foregoing procedures, a holder may assign a Note (in whole but not in part) to a new holder by sending written notice to the Company Loan Parties of such assignment specifying the new holder's name and address; in such case, the Company Loan Parties shall promptly acknowledge such assignment in writing to both the old and new holder. Any transferees The Loan Parties shall not be subject required to Sections 7.1, 7.2 recognize any subsequent holder of a Note unless and 7.3(b)until the Loan Parties have received reasonable assurance that all applicable transfer taxes have been paid.

Appears in 1 contract

Samples: Note and Equity Purchase Agreement (Igi Inc)

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Transfer of Notes. (a) Subject to Section 7.2 and Section 7.3(b)20(b) hereof, a holder of a Note may transfer such Note to a new holder, or may exchange such Note for Notes of different denominations (but in no event for of denominations of less than $100,000 in original principal amount), by surrendering such Note to the Company Debtors duly endorsed for transfer or accompanied by a duly executed instrument of transfer naming the new holder (or the current holder if submitted for exchange only), together with written instructions for the issuance of one or more new Notes specifying the respective principal amounts of each new Note and the name of each new holder and each address therefor. The Company Debtors shall simultaneously deliver to such holder or its designee such new Notes, shall xxxx mxxx the surrendered Notes as canceledcanceled and shall provide notice of such transfer to Lender. In lieu of the foregoing procedures, a holder may assign a Note (in whole but not in part) to a new holder by sending written notice to the Company Debtors and Lenders of such assignment specifying the new holder's name and address; in such case, the Company Debtors shall promptly acknowledge such assignment in writing to both the old and new holder. Any transferees shall be subject to Sections 7.1, 7.2 and 7.3(b).

Appears in 1 contract

Samples: And Consolidated Loan and Security Agreement (Primedex Health Systems Inc)

Transfer of Notes. (a) Subject to Section 7.2 and Section 7.3(b)6.2 hereof, a holder of a Note may transfer such Note to a new holder, or may exchange such Note for Notes of different denominations (but in no event for of denominations of less than $100,000 in original principal amount), by surrendering such Note to the Company duly endorsed for transfer or accompanied by a duly executed instrument of transfer naming the new holder (or the current holder if submitted for exchange only), together with written instructions for the issuance of one or more new Notes specifying the respective principal amounts of each new Note and the name of each new holder and each address therefor. The Company Loan Parties shall simultaneously deliver to such holder or its designee such new Notes, Notes and shall xxxx the mark xxx surrendered Notes as canceled. In lieu of the foregoing procedures, a holder may assign a Note (in whole but not in part) to a new holder by sending written notice to the Company of such assignment specifying the new holder's name and address; in such case, the Company shall promptly acknowledge such assignment in writing to both the old and new holder. Any transferees shall be subject to Sections 7.1, 7.2 and 7.3(b).

Appears in 1 contract

Samples: Note and Equity Purchase Agreement (O2wireless Solutions Inc)

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