Transfer of the Notes. (a) Notwithstanding any other provisions of this Indenture or the Notes, (A) any transfer of a Global Note, in whole or in part, shall be made only in accordance with Section 2.07 and Section 2.13(a)(i); and (B) any exchange of a beneficial interest in a Global Note for a Certificated Note shall comply with Section 2.07 and Section 2.13(a)(ii). All such transfers and exchanges shall comply with the Applicable Procedures to the extent so required.
Transfer of the Notes. (a) The term “
Transfer of the Notes. In the event any Holder of the Notes shall wish to transfer such Note, the Servicer shall provide to such Holder and any prospective transferee designated by such Holder information regarding the Notes and the Receivables and such other information as shall be necessary to satisfy the condition to eligibility set forth in Rule 144A(d)(4) for transfer of any such Note without registration thereof under the Securities Act of 1933, as amended, pursuant to the exemption from registration provided by Rule 144A.
Transfer of the Notes. The Notes shall not be sold, assigned, pledged or hypothecated by Lender without the prior written consent of Borrower, which consent shall not be unreasonably withheld.
Transfer of the Notes. No Holder shall sell, transfer, assign or convey the Notes to any person unless such transfer is made pursuant to an available exemption from registration under, or otherwise in compliance with, the Securities Act and applicable state securities laws and the requirements of Section 10.1 of the relevant Note have been satisfied. Subject to the preceding sentence, the Holders shall not be prohibited or limited in any respect from transferring any Note to or among Affiliates of the Holders or pledging any such Note to a commercial bank or other institutional lender or granting a participation in any such Note. Each Purchaser hereby severally covenants and agrees that it will not consent to any amendment of any participation agreement pursuant to which it grants a participation in any Note that will amend the provision thereof permitting such Purchaser to call or repurchase such participation at a call or repurchase price equal to 100% of the principal amount thereof.
Transfer of the Notes. Upon surrender for registration or transfer of a Note at the office or agency of the Issuer to be maintained as provided in Section 1.03(e), and if the requirements of Section 8-401(l) of the UCC are met, the Issuer shall execute and cause the Indenture Trustee to authenticate a new Note, in any authorized denominations of like aggregate principal amount. Any Note issued upon any registration of transfer thereof shall be the valid obligation of the Issuer, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Note surrendered upon such registration of transfer. Every Note presented or surrendered for registration of transfer or exchange shall be duly endorsed by, or be accompanied by a written instrument of transfer in form satisfactory to the Note Registrar duly executed by, the Noteholder thereof or such Noteholder's attorney duly authorized in writing, with such signature guaranteed by an "eligible guarantor institution" meeting the requirements of the Note Registrar, which requirements include membership or participation in Securities Transfer Agent's Medallion Program ("STAMP") or such other "signature guarantee program" as may be determined by the Note Registrar in addition to, or in substitution for, STAMP.
Transfer of the Notes. Except as otherwise provided herein, a Purchaser may transfer its Notes in whole or in part without the consent of the Company or any other Purchasers in accordance with this Section 2.9: Upon surrender of any Note at the principal executive office of the Company or the office of any paying agent located in the United States designated by the Company for registration of transfer or exchange (and in the case of a surrender for registration of transfer, accompanied by a written instrument of transfer duly executed by the registered holder of such Note or such holder’s attorney duly authorized in writing and accompanied by the address for notices of each transferee of such Note or part thereof), the Company shall execute and deliver (within five Business Days), at the Company’s expense (except as provided below), one or more new Notes (as requested by the holder thereof) in exchange therefor, in an aggregate principal amount equal to the unpaid principal amount of the surrendered Note. Each such new Note shall be payable to such Person as such holder may request; provided, however, that unless an Event of Default has occurred and is continuing, such Person is not a direct competitor of the Company. Each such new Note shall be dated and bear interest from the date to which interest shall have been paid on the surrendered Note or dated the date of the surrendered Note if no interest shall have been paid thereon. The Company may require payment by such holder or transferee of a sum sufficient to cover any stamp tax or governmental charge imposed in respect of any such transfer of Notes. Notes shall not be transferred in denominations of less than $1,000,000, provided that if necessary to enable the registration of transfer by a holder of its entire holding of Notes, one Note may be in a denomination of less than $1,000,000. Any transferee, by its acceptance of a Note registered in its name (or the name of its nominee), shall be deemed to have made the representations set forth in Section 4.
Transfer of the Notes. (a) The Notes may not be transferred at any time prior to the earlier of the Second Purchase Date and the date on which all Commitments terminate pursuant to the terms of this Agreement (such date, the “Reference Transfer Date”) to any Person (other than an Eligible Assignee) without the prior written consent of the Company (such consent not to be unreasonably withheld or delayed), except if an Event of Default has occurred and is continuing at the time of such transfer. The Company shall be deemed to have consented to a transfer of Notes if the Agent does not receive the Company’s written objection to such transfer within ten (10) Business Days of the date the Company received the relevant consent request.
Transfer of the Notes. 3.1. The Lessee undertakes to transfer all the Promissory Notes to the Lessor within three (3) business days following the date of this Agreement.
Transfer of the Notes. Notwithstanding anything to the contrary in this Indenture Supplement, no interest in a Note may be directly or indirectly sold, conveyed, assigned, hypothecated, pledged, participated, exchanged or otherwise transferred (each a “Transfer”) (other than in connection with its initial issuance to the Issuer) except to a Person who is a “United States person” for United States federal income tax purposes and only upon the prior delivery of a Tax Opinion to the Indenture Trustee and the Note Administrator, and any such transfer in violation of these requirements shall be null and void ab initio.
