Common use of Transfers of RR Interest Clause in Contracts

Transfers of RR Interest. At all times, if a transfer of all or a portion of the RR Interest is to be made, then the Certificate Registrar shall refuse to register such transfer unless it receives (and, upon receipt, may conclusively rely upon) (i) a certification from such Certificateholder’s prospective transferee substantially in the form attached hereto as Exhibit M-4, which such certification must be countersigned by the Retaining Sponsor and Depositor with a medallion stamp guarantee of the Retaining Sponsor and (ii) a certification from the Certificateholder desiring to effect such transfer substantially in the form attached hereto as Exhibit M-5, which such certification must be countersigned by the Retaining Sponsor and the Depositor with a medallion stamp guarantee of the Retaining Sponsor. Upon receipt of the foregoing certifications, the Certificate Registrar shall, subject to Section 5.2(e) and Section 5.3(a), reflect all or any such portion of the RR Interest in the name of the prospective transferee.

Transfers of RR Interest. At all timestimes (other than in connection with the initial issuance of the RR Interest), if a transfer of all or a portion of the RR Interest is to be made, then the Certificate Registrar shall refuse to register such transfer unless it receives (and, upon receipt, may conclusively rely upon) (i) a certification from such Certificateholder’s prospective transferee substantially in the form attached hereto as Exhibit M-4, which such certification must be countersigned by the Retaining Sponsor and Depositor with a medallion stamp guarantee of the Retaining Sponsor and (ii) a certification from the Certificateholder desiring to effect such transfer substantially in the form attached hereto as Exhibit M-5, which such certification must be countersigned by the Retaining Sponsor and the Depositor with a medallion stamp guarantee of the Retaining Sponsor. Upon receipt of the foregoing certifications, the Certificate Registrar shall, subject to Section 5.2(e) and Section 5.3(a), reflect all or any such portion of the RR Interest in the name of the prospective transferee.